Pledge Requirement. (a) Promptly notify the Administrative Agent of the occurrence of a Security Trigger Event and (i) within 30 days of the occurrence of such Security Trigger Event (or such later date as agreed to in writing by the Administrative Agent) execute and deliver the Pledge Agreement and take such action as reasonably necessary to cause all of the issued and outstanding Equity Interests of each Subsidiary of the Borrower that is the Direct Owner or an Indirect Owner of an Unencumbered Eligible Property (collectively, the “Collateral”), to be subject to a perfected Lien in favor of the Administrative Agent to secure the Obligations and (ii) at any time thereafter during the Covenant Waiver Period, within 30 days after the formation or acquisition of any Subsidiary of the Borrower (including any acquisition pursuant to a Division) that is the Direct Owner or an Indirect Owner of an Unencumbered Eligible Property, cause all of the issued and outstanding Equity Interests of such Subsidiary of the Borrower to be subject to a perfected Lien in favor of the Administrative Agent, in each case in accordance with the terms and conditions of the Intercreditor Agreement and the Pledge Agreement. (b) In connection with each pledge of Collateral, provide the following: (i) such other agreements, instruments and other documents as reasonably requested by the Administrative Agent in connection therewith, including with respect to the organization, existence and good standing of each pledgor of Collateral, and the authorization of the transactions and documents relating to such pledge, all in form and substance satisfactory to the Administrative Agent; and (ii) favorable written legal opinions of counsel for the pledgors of Collateral, covering matters customarily addressed in connection with the grant of a pledge of Equity Interests and relating to the documents relating to such pledge as the Administrative Agent shall reasonably request, including favorable customary written opinions from local counsel to such pledgors in the jurisdiction in which any Uniform Commercial Code financing statements are to be filed, confirming the creation and perfection of the liens on and security interests in the Collateral, in form and substance reasonably satisfactory to the Administrative Agent.
Appears in 2 contracts
Sources: Credit Agreement (Apple Hospitality REIT, Inc.), Credit Agreement (Apple Hospitality REIT, Inc.)