Pledge; Grant of Security Interest. Effective upon the exercise of the Aemetis Option, the Pledgor hereby pledges to the Agent for the benefit of the Secured Parties, and grants to the Agent for the benefit of the Secured Parties a security interest in, all of the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which the Pledgor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”): (i) the Pledged Equity and the certificates, if any, representing the Pledged Equity, and all dividends, distributions, return of capital, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options or warrants issued thereon or with respect thereto; (ii) all additional Capital Stock issued by the Issuer and from time to time acquired by the Pledgor in any manner, and the certificates, if any, representing such additional Capital Stock, and all dividends, distributions, return of capital, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon or with respect thereto; (iii) any interest of the Pledgor in the entries on the books of the Issuer with respect to any of the foregoing; and (iv) all Proceeds of any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of the types described above).
Appears in 1 contract
Sources: Pledge Agreement (Aemetis, Inc)
Pledge; Grant of Security Interest. Effective upon (a) As collateral security for the exercise prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) by EME Homer City of the Aemetis Optionall EME Homer City's Leveraged Lease Obligations, the Pledgor hereby pledges to the Agent for the benefit of the Secured Parties, and grants to the Collateral Agent for the benefit of the Secured Parties a pledge of and a first priority continuing security interest in, all of the Pledgor's right, title and interest in, to and under the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which hereafter acquired and whether now existing or hereafter coming into existence (all being collectively referred to herein as the Pledgor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”"COLLATERAL"):
(i1) all shares of capital stock of MEW (the Pledged Equity and "PLEDGED Shares"), the certificates, if any, certificates representing the Pledged EquityShares, and all cash dividends, distributions, return of capitalstock dividends, cash, instruments, chattel paper, warrants, options and other rights, options, instruments, securities and other property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options Shares now or warrants issued thereon or with respect theretohereafter owned by the Pledgor;
(ii2) all additional Capital Stock issued by the Issuer and from time to shares of capital stock of MEW at any time acquired by the Pledgor in whether by stock split, stock dividend, transfer, new issuance or any mannerother manner (any such additional shares or membership interests shall constitute part of the Pledged Shares) whether voting or non-voting, and all securities convertible into and warrants, options and other rights to acquire any shares of capital stock of MEW, and the certificates, if any, certificates or other instruments representing such additional Capital Stockshares, warrants, options or rights, and all cash dividends, distributionsstock dividends, return of capital, warrants, rights, optionscash, instruments, securities chattel paper, and any other rights, property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon or with respect theretothe foregoing;
(iii3) all other claims of any interest kind or nature, and any instruments, certificates, chattel paper or other writings evidencing such claims, whether in contract or tort and whether arising by operation of law, consensual agreement or otherwise, at any time acquired by Pledgor in respect of any or all of the Pledgor in the entries on the foregoing against MEW;
(4) all books and records relating to any of the Issuer with respect foregoing;
(5) all interests in substitution for or in addition to any of the foregoing, any certificates representing or evidencing such interests, and all cash, securities, distributions and other property at any time and from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the foregoing; and
(iv6) all Proceeds of and to any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of the types Pledgor described above)in the preceding clauses of this Section.
Appears in 1 contract
Sources: Pledge and Collateral Agreement (Eme Homer City Generation Lp)
Pledge; Grant of Security Interest. Effective upon the exercise of the Aemetis Option, the Each Pledgor hereby pledges and grants to the Agent Collateral Agent, for the benefit of the Secured PartiesInvestors, and grants to the Agent as collateral security for the benefit prompt and complete payment and performance when due of the Secured Parties Obligations, a first priority security interest in, in all of the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which the Pledgor now has or at any time in the future may acquire any such Pledgor’s right, title or and interest to the following (collectively, the “Pledged Collateral”):
(ia) all Equity Interests;
(b) all securities, moneys or property representing dividends or interest on any of the Pledged Equity and the certificatesInterests, if any, or representing the Pledged Equity, and all dividends, distributions, return of capital, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed a distribution in respect of the Equity Interests, or resulting from a splitup, revision, reclassification or other like change of the Equity Interests or otherwise received in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options or warrants issued thereon or with respect thereto;
(ii) all additional Capital Stock issued by the Issuer and from time to time acquired by the Pledgor in any mannertherefor, and the certificates, if any, representing such additional Capital Stock, and all dividends, distributions, return of capital, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon to the holders of, or with otherwise in respect theretoof, the Equity Interests;
(iiic) any interest policy of insurance payable by reason of loss or damage to the Pledgor Equity Interests, if any;
(d) all “accounts”, “general intangibles”, “instruments” and “Pledged Collateral” (in each case as defined in the entries on the books of the Issuer with respect UCC) constituting or relating to any of the foregoing; and;
(ive) all Proceeds of any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of Pledgor (including any proceeds of insurance thereon);
(f) all Voting Rights, claims, powers, privileges, benefits, options or rights of any nature whatsoever which currently exist or may be issued or granted by Issuer to Pledgor, and all instruments, whether heretofore or hereafter acquired, evidencing such rights and interests;
(g) all other rights appurtenant to the types property described abovein foregoing clauses (a) through (f); and
(h) any stock certificates, share certificates, limited liability company certificates, partnership certificates or other certificates or instruments evidencing the foregoing, if any.
Appears in 1 contract
Pledge; Grant of Security Interest. Effective upon (a) As collateral security for the exercise prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) by EME Homer City of the Aemetis Optionall EME Homer City's Leveraged Lease Obligations, the Pledgor hereby pledges to the Agent for the benefit of the Secured Parties, and grants to the Collateral Agent for the benefit of the Secured Parties a pledge of and a first priority continuing security interest in, all of the Pledgor's right, title and interest in, to and under the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which hereafter acquired and whether now existing or hereafter coming into existence (all being collectively referred to herein as the Pledgor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”"COLLATERAL"):
(i1) all shares of capital stock of MEW (the Pledged Equity and "PLEDGED SHARES"), the certificates, if any, certificates representing the Pledged EquityShares, and all cash dividends, distributions, return of capitalstock dividends, cash, instruments, chattel paper, warrants, options and other rights, options, instruments, securities and other property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options Shares now or warrants issued thereon or with respect theretohereafter owned by the Pledgor;
(ii2) all additional Capital Stock issued by the Issuer and from time to shares of capital stock of MEW at any time acquired by the Pledgor in whether by stock split, stock dividend, transfer, new issuance or any mannerother manner (any such additional shares or membership interests shall constitute part of the Pledged Shares) whether voting or non-voting, and all securities convertible into and warrants, options and other rights to acquire any shares of capital stock of MEW, and the certificates, if any, certificates or other instruments representing such additional Capital Stockshares, warrants, options or rights, and all cash dividends, distributionsstock dividends, return of capital, warrants, rights, optionscash, instruments, securities chattel paper, and any other rights, property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon or with respect theretothe foregoing;
(iii3) all other claims of any interest kind or nature, and any instruments, certificates, chattel paper or other writings evidencing such claims, whether in contract or tort and whether arising by operation of law, consensual agreement or otherwise, at any time acquired by Pledgor in respect of any or all of the Pledgor in the entries on the foregoing against MEW;
(4) all books and records relating to any of the Issuer with respect foregoing;
(5) all interests in substitution for or in addition to any of the foregoing, any certificates representing or evidencing such interests, and all cash, securities, distributions and other property at any time and from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the foregoing; and
(iv6) all Proceeds proceeds of and to any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of the types Pledgor described above)in the preceding clauses of this Section.
Appears in 1 contract
Sources: Pledge and Collateral Agreement (Eme Homer City Generation Lp)
Pledge; Grant of Security Interest. Effective upon the exercise of the Aemetis Option, the The Pledgor hereby pledges to the Agent for the benefit of the Secured Parties, and grants to the Agent for the benefit of the Secured Parties a security interest in, all of the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which the Pledgor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”):
(i) the Pledged Equity and the certificates, if any, representing the Pledged Equity, and all dividends, distributions, return of capital, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options or warrants issued thereon or with respect thereto;
(ii) all additional Capital Stock issued by the Issuer and from time to time acquired by the Pledgor in any manner, and the certificates, if any, representing such additional Capital Stock, and all dividends, distributions, return of capital, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon or with respect thereto;
(iii) any interest of the Pledgor in the entries on the books of the Issuer with respect to any of the foregoing; and
(iv) all Proceeds of any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of the types described above).
Appears in 1 contract
Sources: Pledge Agreement (Aemetis, Inc)
Pledge; Grant of Security Interest. Effective upon (a) As collateral security for the exercise prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) by EME Homer City of the Aemetis Optionall EME Homer City's Leveraged Lease Obligations, the Pledgor hereby pledges to the Agent for the benefit of the Secured Parties, and grants to the Collateral Agent for the benefit of the Secured Parties a pledge of and a first priority continuing security interest in, all of the Pledgor's right, title and interest in, to and under the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which hereafter acquired and whether now existing or hereafter coming into existence (all being collectively referred to herein as the Pledgor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”"COLLATERAL"):
(i1) all shares of capital stock of MEW (the Pledged Equity and "PLEDGED SHARES"), the certificates, if any, certificates representing the Pledged EquityShares, and all cash dividends, distributions, return of capitalstock dividends, cash, instruments, chattel paper, warrants, options and other rights, options, instruments, securities and other property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options Shares now or warrants issued thereon or with respect theretohereafter owned by the Pledgor;
(ii2) all additional Capital Stock issued by the Issuer and from time to shares of capital stock of MEW at any time acquired by the Pledgor in whether by stock split, stock dividend, transfer, new issuance or any mannerother manner (any such additional shares or membership interests shall constitute part of the Pledged Shares) whether voting or non-voting, and all securities convertible into and warrants, options and other rights to acquire any shares of capital stock of MEW, and the certificates, if any, certificates or other instruments representing such additional Capital Stockshares, warrants, options or rights, and all cash dividends, distributionsstock dividends, return of capital, warrants, rights, optionscash, instruments, securities chattel paper, and any other rights, property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon or with respect theretothe foregoing;
(iii3) all other claims of any interest kind or nature, and any instruments, certificates, chattel paper or other writings evidencing such claims, whether in contract or tort and whether arising by operation of law, consensual agreement or otherwise, at any time acquired by Pledgor in respect of any or all of the Pledgor in the entries on the foregoing against MEW;
(4) all books and records relating to any of the Issuer with respect foregoing;
(5) all interests in substitution for or in addition to any of the foregoing, any certificates representing or evidencing such interests, and all cash, securities, distributions and other property at any time and from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the foregoing; and
(iv6) all Proceeds of and to any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of the types Pledgor described above)in the preceding clauses of this Section.
Appears in 1 contract
Sources: Pledge and Collateral Agreement (Eme Homer City Generation Lp)
Pledge; Grant of Security Interest. Effective upon the exercise of the Aemetis Option, the Each Pledgor hereby pledges to the Agent for the benefit of the Secured Parties, and grants to the Agent for the benefit of the Secured Parties a security interest in, as applicable, all of the following property, whether now owned or existing or hereafter arising or acquired by the such Pledgor or in which the such Pledgor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”):
(i) the Pledged Equity and the certificates, if any, representing the Pledged Equity, and all dividends, distributions, return of capital, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options or warrants issued thereon or with respect thereto;
(ii) all additional Capital Stock issued by the each applicable Issuer and from time to time acquired by the such Pledgor in any manner, and the certificates, if any, representing such additional Capital Stock, and all dividends, distributions, return of capital, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon or with respect thereto;
(iii) any interest of the such Pledgor in the entries on the books of the each applicable Issuer with respect to any of the foregoing; and
(iv) all Proceeds of any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of the types described above).
Appears in 1 contract
Sources: Pledge Agreement (Aemetis, Inc)
Pledge; Grant of Security Interest. Effective upon the exercise of the Aemetis Option, the Each Pledgor hereby pledges and grants to the Agent Collateral Agent, for the benefit of the Secured PartiesInvestors, and grants to the Agent as collateral security for the benefit prompt and complete payment and performance when due of the Secured Parties Obligations, a first priority security interest in, in all of the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which the Pledgor now has or at any time in the future may acquire any such Pledgor’s right, title or and interest to the following (collectively, the “Pledged Collateral”):
(ia) all Equity Interests;
(b) all securities, moneys or property representing dividends or interest on any of the Pledged Equity and the certificatesInterests, if any, or representing the Pledged Equity, and all dividends, distributions, return of capital, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed a distribution in respect of the Equity Interests, or resulting from a split-up, revision, reclassification or other like change of the Equity Interests or otherwise received in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options or warrants issued thereon or with respect thereto;
(ii) all additional Capital Stock issued by the Issuer and from time to time acquired by the Pledgor in any mannertherefor, and the certificates, if any, representing such additional Capital Stock, and all dividends, distributions, return of capital, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon to the holders of, or with otherwise in respect theretoof, the Equity Interests;
(iiic) any interest policy of insurance payable by reason of loss or damage to the Pledgor Equity Interests, if any;
(d) all “accounts”, “general intangibles”, “instruments” and “Pledged Collateral” (in each case as defined in the entries on the books of the Issuer with respect UCC) constituting or relating to any of the foregoing; and;
(ive) all Proceeds of any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of Pledgor (including any proceeds of insurance thereon);
(f) all Voting Rights, claims, powers, privileges, benefits, options or rights of any nature whatsoever which currently exist or may be issued or granted by Issuer to Pledgor, and all instruments, whether heretofore or hereafter acquired, evidencing such rights and interests;
(g) all other rights appurtenant to the types property described abovein foregoing clauses (a) through (f); and
(h) any stock certificates, share certificates, limited liability company certificates, partnership certificates or other certificates or instruments evidencing the foregoing, if any.
Appears in 1 contract
Pledge; Grant of Security Interest. Effective upon (a) As collateral security for the exercise prompt and complete payment and performance when due (whether at stated maturity, by acceleration or otherwise) by EME Homer City of the Aemetis Optionall EME Homer City's Leveraged Lease Obligations, the Pledgor hereby pledges to the Agent for the benefit of the Secured Parties, and grants to the Collateral Agent for the benefit of the Secured Parties a pledge of and a first priority continuing security interest in, all of the Pledgor's right, title and interest in, to and under the following property, whether now owned or existing or hereafter arising or acquired by the Pledgor or in which hereafter acquired and whether now existing or hereafter coming into existence (all being collectively referred to herein as the Pledgor now has or at any time in the future may acquire any right, title or interest (collectively, the “"Collateral”"):
(i1) all shares of capital stock of MEW (the "Pledged Equity and Shares"), the certificates, if any, certificates representing the Pledged EquityShares, and all cash dividends, distributions, return of capitalstock dividends, cash, instruments, chattel paper, warrants, options and other rights, options, instruments, securities and other property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Equity and all subscription warrants, rights, options Shares now or warrants issued thereon or with respect theretohereafter owned by the Pledgor;
(ii2) all additional Capital Stock issued by the Issuer and from time to shares of capital stock of MEW at any time acquired by the Pledgor in whether by stock split, stock dividend, transfer, new issuance or any mannerother manner (any such additional shares or membership interests shall constitute part of the Pledged Shares) whether voting or non-voting, and all securities convertible into and warrants, options and other rights to acquire any shares of capital stock of MEW, and the certificates, if any, certificates or other instruments representing such additional Capital Stockshares, warrants, options or rights, and all cash dividends, distributionsstock dividends, return of capital, warrants, rights, optionscash, instruments, securities chattel paper, and any other rights, property or proceeds and products from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such Capital Stock and all subscription warrants, rights or options issued thereon or with respect theretothe foregoing;
(iii3) all other claims of any interest kind or nature, and any instruments, certificates, chattel paper or other writings evidencing such claims, whether in contract or tort and whether arising by operation of law, consensual agreement or otherwise, at any time acquired by Pledgor in respect of any or all of the Pledgor in the entries on the foregoing against MEW;
(4) all books and records relating to any of the Issuer with respect foregoing;
(5) all interests in substitution for or in addition to any of the foregoing, any certificates representing or evidencing such interests, and all cash, securities, distributions and other property at any time and from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the foregoing; and
(iv6) all Proceeds of and to any and all of the foregoing Collateral (including, without limitation, Proceeds that constitute property of the types Pledgor described above)in the preceding clauses of this Section.
Appears in 1 contract
Sources: Pledge and Collateral Agreement (Eme Homer City Generation Lp)