Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes Sample Clauses

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The Administrative Agent shall have received (i) the certificates representing the shares of Capital Stock pledged pursuant to the Security Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof, and (ii) each promissory note pledged pursuant to the Security Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank satisfactory to the Administrative Agent) by the pledgor thereof.

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The Administrative Agent shall have received (i) the certificates representing the shares of Capital Stock pledged pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof, (ii) an Acknowledgment and Consent, substantially in the form of Annex II to the Guarantee and Collateral Agreement, duly executed by any issuer of Capital Stock pledged pursuant to the Guarantee and Collateral Agreement that is not itself a party to the Guarantee and Collateral Agreement and (iii) each promissory note pledged pursuant to the Guarantee and Collateral Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank satisfactory to the Administrative Agent) by the pledgor thereof.

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The Administrative Agent shall have received (i) the certificates, if any, representing the shares of Capital Stock pledged pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof and (ii) each promissory note pledged pursuant to the Guarantee and Collateral Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank satisfactory to the Administrative Agent) by the pledgor thereof.

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The Administrative Agent shall have received (i) the certificates representing the shares of Capital Stock pledged pursuant to the Guarantee and Pledge Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof, and (ii) an Acknowledgment and Consent, substantially in the form of Annex II to the Guarantee and Pledge Agreement, duly executed by any issuer of Capital Stock pledged pursuant to the Guarantee and Pledge Agreement that is not itself a party to the Guarantee and Pledge Agreement.

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The Administrative Agent shall have received (i) the certificates, if any, representing all of the shares of Capital Stock pledged pursuant to the Guarantee and US Collateral Agreement and the Canadian Collateral Agreement, together with an undated stock power and irrevocable proxy for each such certificate executed in blank by a duly authorized officer of the pledgor thereof, (ii) an Acknowledgment and Consent, substantially in the form of Annex II to the Guarantee and US Collateral Agreement, duly executed by any issuer of Capital Stock pledged pursuant to the Guarantee and US Collateral Agreement or the Canadian Collateral Agreement that is not itself a party to the Guarantee and US Collateral Agreement or the Canadian Collateral Agreement, as applicable, and (iii) each promissory note pledged pursuant to the Guarantee and US Collateral Agreement or the Canadian Collateral Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank satisfactory to the Administrative Agent) by the pledgor thereof.

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The First Lien Credit Agent, on behalf of itself, for the benefit of the First Lien Secured Parties, and as agent and bailee for the Collateral Trustee, for the benefit of the Secured Parties, shall have received (i) the certificates representing the shares of Capital Stock of the Borrower’s Subsidiaries pledged pursuant to the Security Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof, and (ii) each promissory note pledged by the Borrower and the Guarantors pursuant to the Security Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank satisfactory to the First Lien Credit Agent) by the pledgor thereof;

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The First Lien Credit Agent, on behalf of itself, for the benefit of the First Lien Secured Parties, and as agent and bailee for the Administrative Agent, for the benefit of the Secured Parties, shall have received the certificates representing the shares of Capital Stock of the Original Guarantors pledged pursuant to the Security Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof; and

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. Except with respect to matters contemplated in Section 5.13, the Collateral Agent shall have received (i) the certificates representing the shares of Capital Stock pledged pursuant to the Pledge and Security Agreement and Holding Pledge Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof, and (ii) each promissory note pledged pursuant to the Pledge and Security Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank satisfactory to the Collateral Agent) by the pledgor thereof. In the event that, during any Fiscal Quarter, any Person becomes a Foreign Subsidiary of Company (other than an Unrestricted Subsidiary), and the ownership interests of such Foreign Subsidiary are directly owned by Company or by any Domestic Subsidiary thereof (other than a Non-Guarantor Subsidiary), Company shall or shall cause such Domestic Subsidiary to, deliver all such documents, instruments, agreements, and certificates as are similar to those described in Section 3.1(b); and Company shall take, or shall cause such Domestic Subsidiary to take, all reasonable and customary actions referred to in clause (i) above necessary to grant and to perfect a First Priority Lien in favor of Collateral Agent, for the benefit of Secured Parties, under the Pledge and Security Agreement in 65% of such ownership interests. With respect to each such Subsidiary, Company shall, together with the delivery of the Compliance Certificate pursuant to Section 5.1(c)(i) for the applicable Fiscal Quarter (or, in the case of the last Fiscal Quarter of a Fiscal Year, the applicable Fiscal Year) or at any later time as may be agreed by Administrative Agent, send to Administrative Agent written notice setting forth with respect to such Person (i) the date on which such Person became a Subsidiary of Company, and (ii) all of the data required to be set forth in Schedule 4.1 and Schedule 4.2 with respect to all Subsidiaries of Company; provided, such written notice shall be deemed to supplement Schedule 4.1 and Schedule 4.2 for all purposes hereof. Any Person that becomes a Subsidiary of Company or any Subsidiary thereof and becomes a party to the Intercompany Master Note shall execute and deliver its counterpart signature page to the Intercompany Subordination Agreement. Notwithstanding the foregoing, no Guarantor shall be required to pledge any Excluded Asset.

Pledged Stock; Stock Powers; Acknowledgment and Consent; Pledged Notes. The Administrative Agent shall have received (i) if certificated, the certificates representing the Capital Stock pledged pursuant to the Guarantee and Collateral Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof (other than with respect to Reino Aventura, S.A. De C.V. and Ventas Y Servicios Al Consumidor, S.A. De C.V.), have been received by the First Lien Administrative Agent or the Administrative Agent, (ii) an Acknowledgment and Consent, substantially in the form of Annex II to the Guarantee and Collateral Agreement, duly executed by any issuer of Capital Stock pledged pursuant to the Guarantee and Collateral Agreement that is not itself a party to the Guarantee and Collateral Agreement (other than Reino Aventura, S.A. De C.V. and Ventas Y Servicios Al Consumidor, S.A. De C.V.) and (iii) each promissory note, if any, pledged pursuant to the Guarantee and Collateral Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank satisfactory to the Administrative Agent) by the pledgor thereof has been received by the First Lien Administrative Agent or the Administrative Agent.