Share Pledges. Borrower shall, within sixty (60) days of the Closing Date, cause to be delivered to Collateral Agent such documents and agreements as Collateral Agent reasonable deems necessary to perfect Collateral Agent’s security interest in Shares of Borrower’s Foreign Subsidiaries, except to the extent (i) prohibited by applicable law, and (ii) prohibited by the documents governing such Shares.
Share Pledges. With respect to share pledges over Equity Interests, unless required by applicable law as the only means of procuring a security interest, but provided also that the Security Trustee shall not be required to accept such transfer if it may be prejudiced thereby, the taking of security shall not require transfer of legal title to the pledged Equity Interests to the Security Trustee. Until the occurrence of an Enforcement Event, (a) the pledgor of Equity Interests constituting New Security shall be permitted to exercise voting rights with respect to the Equity Interests pledged in such manner as it sees fit, provided that such exercise would not constitute a default under any Relevant Document; (b) the pledgor of the Equity Interests constituting the New Security shall be permitted to receive and retain dividends and other distributions on such Equity Interests except to the extent otherwise required by Section 4.03 (Asset Sales); and (c) to the extent that legal title to the pledged Equity Interests is vested in the Security Trustee, the documentation of the pledge of such Equity Interests shall provide that the Security Trustee, as the holder of such Equity Interests, shall (subject to the terms of the Security Trust and Intercreditor Deed) be required to pay all dividends and distributions on such Equity Interests and exercise all voting and other rights with respect to such Equity Interests in such manner as the pledgor of such Equity Interests may reasonably direct, provided that any such action by the Security Trustee would not result in a default under any Relevant Document.
Share Pledges. See 2.1(b)(ii).
Share Pledges. ADV and Beacon shall, without further consideration, cooperate with the Investors and take all actions to release, or cause to be released, the Share Pledges on and subject to Closing and the issuance of Ordinary Shares pursuant to the ADV’s exercise of its conversion right under the Note. Three (3) days prior to the Closing, ADV and Beacon shall execute, deliver and file all filled, pre-signed or otherwise required agreements, certificates, instruments, letters or any other documents to effect the release of the Share Pledges, for Company’s legal counsel to hold in escrow until being simultaneously released upon the issuance of Ordinary Shares pursuant to the ADV’s exercise of its conversion right under the Note and Section 3 herein. In the event this Agreement is terminated, the Company shall procure that all documents held in escrow pursuant to the foregoing sentence shall be immediately returned to ADV.
Share Pledges. Subject to clause 34.2 (Release of Share Pledges) below, Partner shall procure that at all times not less than 51% (fifty-one percent) of Partner's issued share capital (including, for this purpose, any securities convertible or realisable into shares of Partner), from time to time, are pledged by the Chargors under the Share Pledges and Partner shall not issue any such shares or securities, unless immediately prior to such issue, the number of shares pledged by the Chargors as aforesaid is such that immediately after such issue, Partner shall comply with the provisions of this clause 16.38.
Share Pledges. The Company shall i) execute and deliver to the Agent a pledge and stock powers in blank pledging to the Agent as additional collateral for the Obligations sixty five percent (65%) of the issued and outstanding stock of 1) JTS Europe, 2) JTS Mauritius, 3) Asperal, and 4) Dexar; and ii) deliver to the Agent the stock certificates evidencing the stock so pledged.
Share Pledges. (a) A copy of each of the New Share Pledges, in a form agreed by the Lender and duly executed by all parties thereto (together with any notarisations required in connection such execution).
Share Pledges. Subject to the Agreed Security Principles, each MDA Obligor agrees that it shall promptly (but in any event within 45 days after receipt by such MDA Obligor) deliver to the Collateral Agent all Equity Interests of any Subsidiary represented by one or more share certificates (duly endorsed for transfer) together with powers of attorney (endorsed in blank), approvals of directors, shareholders or others as required for the pledge of such Equity Interests, and other supporting documents as the Collateral Agent shall reasonably request.
Share Pledges waiver of recourse If the Security Agent enforces any or all of the Share Pledges, each Guarantor and each Borrower hereby irrevocably (i) waives any and all of its claims against the relevant (other) Borrower and releases the relevant (other) Borrower from any and all liabilities to each Guarantor and each Borrower, including but not limited to any liabilities of the relevant (other) Borrower under any intra-group or shareholder loans and any liability to each Guarantor and the relevant (other) Borrower under any recourse claims (the "Borrower Liabilities"), and (ii) authorises the Security Agent and grants power of attorney to the Security Agent to (without any consent, sanction, authority or further confirmation from any other party), release any and all of the Borrower Liabilities, in order to allow for a sale of the shares in each of the Borrowers to be completed without any claims of any Guarantor and/or any of the (other) Borrowers continuing to exist against any of the Borrowers following such sale to the extent permitted by applicable mandatory laws. BD-#34696673-v11 51
