Common use of Creation of Security Clause in Contracts

Creation of Security. 3.1 The Chargor, as continuing security for the payment, discharge and performance of all the Secured Obligations, hereby with full title guarantee: (a) mortgages and charges and agrees to mortgage and charge to the Administrative Agent the Shares held now or in the future by it and/or any nominee on its behalf, by way of first legal mortgage; and (b) mortgages and charges and agrees to mortgage and charge to the Administrative Agent the Related Rights held now or in the future by it and/or any nominee on its behalf, by way of first legal mortgage; and (c) (to the extent they are not effectively mortgaged or charged pursuant to paragraphs (a) and (b) above), charges the Shares and the Related Rights held now or in the future by it and/or any nominee on its behalf, by way of first fixed charge, PROVIDED THAT: (i) whilst no Event of Default has occurred which is continuing, the Chargor shall be entitled (notwithstanding the security contemplated to be created hereby) to receive all dividends, interest and income from and any property accruing or in respect of the Security Assets; and (ii) whilst no Event of Default has occurred which is continuing, the Chargor shall be entitled (notwithstanding the security contemplated to be created hereby) to exercise, any voting or other rights attached to any of the Security Assets, provided that it shall not exercise any voting rights in a manner which would prejudice the security created under this Mortgage. 3.2 The parties agree and acknowledge that: (a) the Security Assets constitute financial collateral; and (b) this Mortgage and the obligations of the Chargor under this Mortgage are a security financial collateral arrangement, (in each case) for the purposes of the Financial Collateral Regulations.

Appears in 2 contracts

Sources: Share Mortgage (Constar International Inc), Share Mortgage (Constar International Inc)

Creation of Security. 3.1 Charges The Chargor, in its capacity as registered owner of its shareholding in the Company and as continuing security for the payment, discharge and performance of all the Secured ObligationsObligations hereby, hereby with full title guarantee: (a) mortgages and charges and agrees to mortgage and charge to the Administrative Agent Chargee, all the Shares held now or in the future by it and/or any nominee on its behalf, the same to be a security by way of first legal equitable mortgage; and (b) mortgages mortgages, charges and charges assigns and agrees to mortgage mortgage, charge and charge assign to the Administrative Agent Chargee, all the Related Rights held now or in the future by it and/or any nominee on its behalf, the same to be a security by way of first legal equitable mortgage; and (c) (to the extent they are not effectively mortgaged or charged pursuant to paragraphs paragraph (a) and or (b) above), charges charges, the Shares and the Related Rights held now or in the future by it and/or any nominee on its behalfbehalf and all benefits accrued and to accrue to it thereunder, by way of first fixed charge, PROVIDED THAT: (i) whilst no Enforcement Event of Default has occurred which is continuingoccurred, the Chargor shall be entitled (notwithstanding the security contemplated to be created hereby) to receive all dividends, interest and income from and any property accruing or in respect of the Security AssetsAssets (and accordingly following an Enforcement Event, the Chargee shall be entitled to such things); and (ii) whilst no Enforcement Event of Default has occurred which is continuingoccurred, the Chargor shall be entitled (notwithstanding the security contemplated to be created hereby) to exercise, or direct the Chargee to exercise any voting or other rights attached to any of the Security Assets, provided that it shall not exercise any voting rights in a manner which would could reasonably be expected to prejudice the security created under this MortgageMortgage in any material respect (and accordingly following an Enforcement Event, the Chargee shall be entitled to such things). 3.2 The parties agree and acknowledge that: (a) the Security Assets constitute financial collateral; and (b) this Mortgage and the obligations of the Chargor under this Mortgage are a security financial collateral arrangement, (in each case) for the purposes of the Financial Collateral Regulations.

Appears in 1 contract

Sources: Shareholders Agreement (Central European Distribution Corp)

Creation of Security. 3.1 Charges The Chargor, in its capacity as registered owner of its shareholding in the Company and as continuing security for the payment, discharge and performance of all the Secured ObligationsObligations hereby, hereby with full title guarantee: (a) mortgages and charges and agrees to mortgage and charge to the Administrative Agent Chargee, all the Shares held now or in the future by it and/or any nominee on its behalf, the same to be a security by way of first legal equitable mortgage; and (b) mortgages mortgages, charges and charges assigns and agrees to mortgage mortgage, charge and charge assign to the Administrative Agent Chargee, all the Related Rights held now or in the future by it and/or any nominee on its behalf, the same to be a security by way of first legal equitable mortgage; and (c) (to the extent they are not effectively mortgaged or charged pursuant to paragraphs paragraph (a) and or (b) above), charges charges, the Shares and the Related Rights held now or in the future by it and/or any nominee on its behalfbehalf and all benefits accrued and to accrue to it thereunder, by way of first fixed charge, PROVIDED THAT: (i) whilst no Enforcement Event of Default has occurred which is continuingoccurred, the Chargor shall be entitled (notwithstanding the security contemplated to be created hereby) to receive all dividends, interest and income from and any property accruing or in respect of the Security AssetsAssets (and accordingly following an Enforcement Event, the Chargee shall be entitled to such things); and (ii) whilst no Enforcement Event of Default has occurred which is continuingoccurred, the Chargor shall be entitled (notwithstanding the security contemplated to be created hereby) to exercise, or direct the Chargee to exercise any voting or other rights attached to any of the Security Assets, provided that it shall not exercise any voting rights in a manner which would could reasonably be expected to prejudice the security created under this MortgageMortgage in any material respect (and accordingly following an Enforcement Event, the Chargee shall be entitled to such things). 3.2 Financial Collateral The parties agree and acknowledge that: (a) the Security Assets constitute financial collateral; and; (b) this Mortgage and the obligations of the Chargor under this Mortgage are a security financial collateral arrangement, (arrangement in each case) case for the purposes of the Financial Collateral Regulations.

Appears in 1 contract

Sources: Shareholders Agreement