Share Pledge Agreements Sample Clauses

Share Pledge Agreements. On December 27, 2021, each Registered Shareholder entered into an amended and restated share pledge agreement with WFOE and Onshore Holdco (“Share Pledge Agreements”). Under these agreements, each Registered Shareholder pledged all their equity interest in Onshore Holdco, held from time to time, to WFOE to guarantee performance under the Contractual Arrangements by the shareholder and Onshore Holdco. The pledge period is from the agreement date until all contractual obligations are fulfilled or guaranteed debts fully paid off. To preserve the pledged interests, each Registered Shareholder undertook that, among others:
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Share Pledge Agreements. 1. Notarial Share Pledge Agreement, dated November 12, 2003, relating to the shares in FiberMark GmbH, FiberMark Xxxxxxx GmbH and FiberMark Lahnstein GmbH between FiberMark Services GmbH & Co. KG and General Electric Capital Corporation as European Loan Agent, Administrative Agent and Lender, and the Fronting Lender.
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Share Pledge Agreements. The Share Pledge Agreements shall have been executed by Xxxx Matvieshen and the Purchasers.
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Share Pledge Agreements. Separate pledge agreements in the form of a notarial deed by which the German Holding Companies' Shares are pledged to the Lender as collateral security for the Loan.
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Share Pledge Agreements. 1. Secondary Share Pledge Agreement dated 1 July, 2004 between Kabel Deutschland GmbH as pledgor, Deutsche Bank AG as high yield notes security trustee and/or bridge facility security agent, Law Debenture Trust Company of New York as high yield notes trustee and the Finance Parties (as defined therein) relating to the shares in Kabel Deutschland Verwaltungs GmbH;
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Share Pledge Agreements. As part of the Contractual Arrangements, on March 31, 2022, WFOE, Onshore Holdco and/or the Registered Shareholders have entered into a series of share pledge agreements (“Share Pledge Agreement(s)”) with each of the Consolidated Affiliated Entities respectively. Pursuant to the Share Pledge Agreements, the Registered Shareholders/Onshore Holdco (as the case may be) agreed to pledge all of their respective equity interests in the Consolidated Affiliated Entities, held from time to time, to WFOE to secure and guarantee performance and obligations under the Contractual Arrangements by each Registered Shareholder and the Consolidated Affiliated Entities. The pledge period is from the agreement date until all contractual obligations are fulfilled or guaranteed debts fully paid off. If any Registered Shareholder/Onshore Holdco (as the case may be) breaches or fails to fulfill the obligations under any of the agreements underlying the Contractual Arrangements, WFOE, as the pledgee, will be entitled to foreclose the pledged equity interests. In addition, to preserve the pledged interests, pursuant to the Share Pledge Agreements, each Registered Shareholder/Onshore Holdco (as the case may be) has undertaken to WFOE, among other things, that: (i) save for the share pledge in favor of WFOE created under the Share Pledge Agreements, the Registered Shareholders/Onshore Holdco (as the case may be) shall not allow any sell, transfer, creation of encumbrances or other third-party rights or otherwise dispose of any of the pledged interests in the Consolidated Affiliated Entities without the prior written approval from WFOE; and (ii) any rights over the pledged interests enjoyed by WFOE shall not be prejudiced by the Registered Shareholders/Xxxxxxx Xxxxxx (as the case may be) or their successors or any other person at any time and in any manner, and the Registered Shareholders/Onshore Holdco (as the case may be) shall take all necessary and required measures and execute all necessary and required documents to assist WFOE in realizing its rights over the pledged interests; The Share Pledge Agreements shall terminate when all obligations under the agreements underlying the Contractual Arrangements have been fulfilled and performed or upon the termination of the agreements underlying the Contractual Arrangements. Furthermore, the Share Pledge Agreements shall terminate, inter alias, upon request by the WFOE, or the permission of direct ownership of the Consolidated Affiliated...
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Related to Share Pledge Agreements

  • Pledge Agreements Duly executed originals of each of the Pledge Agreements accompanied by (as applicable) (a) share certificates representing all of the outstanding Stock being pledged pursuant to such Pledge Agreement and stock powers for such share certificates executed in blank and (b) the original Intercompany Notes and other instruments evidencing Indebtedness being pledged pursuant to such Pledge Agreement, duly endorsed in blank.

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

  • Negative Pledge Agreements None of the Obligors will create, incur, assume or permit to exist any contract, agreement or understanding (other than this Agreement and the Security Instruments) which in any way prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property or restricts it or any other Subsidiary from paying dividends to the Borrower, or which requires the consent of or notice to other Persons in connection therewith.

  • of the Pledge Agreement Upon the occurrence of a Termination Event, the Company shall promptly but in no event later than two Business Days thereafter give written notice to the Agent, the Collateral Agent and to the Holders, at their addresses as they appear in the Register.

  • Pledge Agreement Other than as expressly permitted hereunder, the Pledge Agreement or any other Security Document pursuant to which the Capital Stock or Stock Equivalents of the Borrower or any Subsidiary is pledged or any material provision thereof shall cease to be in full force or effect (other than pursuant to the terms hereof or thereof or as a result of acts or omissions of the Collateral Agent or any Lender) or any pledgor thereunder or any Credit Party shall deny or disaffirm in writing any pledgor’s or Credit Party’s obligations under any Security Document; or

  • Pledge and Security Agreement The security interest granted pursuant to this Agreement is granted in conjunction with the security interest granted to the Security Agent for the Secured Parties pursuant to the Pledge and Security Agreement, and the Grantors hereby acknowledge and affirm that the rights and remedies of the Security Agent with respect to the security interest in the Trademark Collateral made and granted hereby are more fully set forth in the Pledge and Security Agreement, the terms and provisions of which are incorporated by reference herein as if fully set forth herein. In the event that any provision of this Agreement is deemed to conflict with the Pledge and Security Agreement, the provisions of the Pledge and Security Agreement shall control.

  • Negative Pledge Agreements; Dividend Restrictions The Borrower will not, and will not permit any Restricted Subsidiary to, create, incur, assume or suffer to exist any contract, agreement or understanding which prohibits or restricts the granting, conveying, creation or imposition of any Lien on any of its Property in favor of the Administrative Agent and the Lenders or restricts any Restricted Subsidiary from paying dividends or making distributions to the Borrower or any other Restricted Subsidiary, or which requires the consent of other Persons in connection therewith; provided, however, that the preceding restrictions will not apply to encumbrances or restrictions arising under or by reason of (a) this Agreement or the Security Instruments, (b) any leases or licenses or similar contracts as they affect any Property or Lien, (c) any restriction with respect to a Restricted Subsidiary imposed pursuant to an agreement entered into for the direct or indirect sale or disposition of all or substantially all the Equity Interests or Property of such Restricted Subsidiary pending the closing of such sale or disposition, (d) customary provisions with respect to the distribution of Property in joint venture agreements, (e) any agreements with respect to any Restricted Subsidiary acquired in a transaction permitted by Section 9.05 (in which case, any prohibition or limitation shall only be effective against the Property of such Restricted Subsidiary) and (f) any agreements governing Debt permitted by Section 9.02 incurred by the Borrower or any Restricted Subsidiary.

  • Secured Cash Management Agreements and Secured Hedge Agreements Except as otherwise expressly set forth herein, no Cash Management Bank or Hedge Bank that obtains the benefit of the provisions of Section 8.03, the Guaranty or any Collateral by virtue of the provisions hereof or any Collateral Document shall have any right to notice of any action or to consent to, direct or object to any action hereunder or under any other Loan Document or otherwise in respect of the Collateral (including the release or impairment of any Collateral) (or to notice of or to consent to any amendment, waiver or modification of the provisions hereof or of the Guaranty or any Collateral Document) other than in its capacity as a Lender and, in such case, only to the extent expressly provided in the Loan Documents. Notwithstanding any other provision of this Article IX to the contrary, the Administrative Agent shall not be required to verify the payment of, or that other satisfactory arrangements have been made with respect to, Secured Obligations arising under Secured Cash Management Agreements and Secured Hedge Agreements except to the extent expressly provided herein and unless the Administrative Agent has received a Secured Party Designation Notice of such Secured Obligations, together with such supporting documentation as the Administrative Agent may request, from the applicable Cash Management Bank or Hedge Bank, as the case may be. The Administrative Agent shall not be required to verify the payment of, or that other satisfactory arrangements have been made with respect to, Secured Obligations arising under Secured Cash Management Agreements and Secured Hedge Agreements in the case of a Facility Termination Date.

  • Further Assurances; Pledge of Instruments At any time and from time to time, upon the written request of the Agent, and at the sole expense of the Grantor, the Grantor shall promptly and duly execute and deliver any and all such further instruments and documents and take such further action as the Agent may reasonably deem desirable to obtain the full benefits of this Security Agreement and of the rights and powers herein granted, including, without limitation, (a) using its best efforts to secure all consents and approvals from any and all Governmental Authorities or other Person necessary or appropriate for the assignment to the Agent of any Contract or License held by the Grantor or in which the Grantor has any rights not heretofore assigned, (b) filing any financing or continuation statements under the UCC with respect to the security interests granted hereby, (c) filing or cooperating with the Agent in filing any forms or other documents required to be filed with the United States Patent and Trademark Office, United States Copyright Office, or any filings in any foreign jurisdiction or under any international treaty, required to secure or protect the Agent's interest in the Collateral (d) transferring Collateral to the Agent's possession (if a security interest in such Collateral can be perfected by possession), (e) placing the interest of the Agent as lienholder on the certificate of title (or other evidence of ownership) of any vehicle or watercraft owned by the Grantor or in or with respect to which the Grantor holds a beneficial interest, (f) as to any new Deposit Account or Securities Account to be opened by the Grantor, as applicable, executing and delivering, and causing the applicable depository institution or security intermediary to execute and deliver, a collateral control agreement with respect to each new Deposit Account or Securities Account, and (g) as to any new insurance policy to be maintained by the Grantor, to execute and deliver to the insurance company issuing such policy a Notice of Security Interest in Insurance Policy. The Grantor also hereby authorizes the Agent to file any such financing or continuation statement without the signature of the Grantor. If any amount payable under or in connection with any of the Collateral is or shall become evidenced by any Instrument, such Instrument, other than checks and notes received in the ordinary course of business, shall be duly endorsed in a manner satisfactory to the Agent and delivered to the Agent immediately upon the Grantor's receipt thereof.

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