Rights to Pledge Clause Samples

The 'Rights to Pledge' clause defines a party's authority to use certain assets as collateral for securing obligations or loans. Typically, this clause outlines which assets can be pledged, any restrictions or conditions on such pledges, and whether prior consent from the other party is required. For example, a borrower may be allowed to pledge inventory or receivables to a lender, provided they notify the lender in advance. The core function of this clause is to clarify and control the use of assets as security, thereby protecting the interests of both parties and preventing unauthorized encumbrances.
Rights to Pledge. Notwithstanding the foregoing provisions of this Section 8.1, the KELP may pledge all or any portion of its Class B Interest in the Company to a lender in connection with any financing or borrowing by the KELP permitted under the KELP Agreement, which financing or borrowing is made for the KELP’s purchase of KELP Points or Class B Interests, provided that if any such lender (or its assignee) becomes a Member or otherwise obtains economic rights with respect to such Interest, (i) such lender (or its assignee) shall have no voting rights with respect to such Class B Interest and (ii) the Company shall have the right to redeem at any time at a price equal to the Class B Valuation as measured for the most recent Valuation Period multiplied by the percentage of such Class B Interests held by such lender (or its assignee). The Company’s right to redeem such Class B Interest shall be exercised by written notice from the Company to such lender (or its assignee) and may be given at any time following such lender (or such assignee) taking ownership of such Class B Interest. Effective upon the Company’s redemption of such Class B Interest, such lender (or its assignee) shall no longer own such Class B Interest for purposes of this Agreement.
Rights to Pledge. Each Party shall have the right to pledge, mortgage, charge, grant any security interest in, or otherwise encumber all or part of its interest in its respective payload (and, in the case of ViaSat, the Common Elements), Deliverables, work-in-process under the Satellite Contract and such Party’s rights under this Agreement and the agreements contemplated hereby, provided that: (a) such Party shall remain liable for all obligations hereunder; (b) the encumbrance shall be subject to any necessary approvals or restrictions of any relevant governmental authority or telecommunications administration; and (c) any financing by Loral of the Loral Payload shall be structured so as not to interfere with or preclude any financing by ViaSat of the other portions of the Satellite and shall include intercreditor arrangements on terms reasonably satisfactory to ViaSat and its creditors that shall facilitate such financing by ViaSat, provided that, subject to the foregoing, ViaSat shall work cooperatively with Loral and Telesat and use reasonable efforts to accommodate their current and planned financing requirements with respect to the Loral Payload; and (d) satisfactory arrangements as agreed between the Parties (including a Party’s lenders) shall have been made to recognize and protect the rights of the other Party and its lenders under this Agreement and the Transaction Documents. Each of the Parties acknowledges and agrees that the other Party, in the course of the negotiation of this Agreement, used all commercially reasonable efforts to avoid any restriction on its ability to pledge its assets for any purpose, and that those negotiations resulted in the foregoing provisions.

Related to Rights to Pledge

  • Exercise of Rights in Pledged Collateral (i) Without in any way limiting the foregoing and subject to clause (ii) below, the Grantor shall have the right to exercise all voting rights or other rights relating to the Pledged Collateral for all purposes not inconsistent with this Security Agreement, the Credit Agreement or any other Loan Document; provided however, that no vote or other right shall be exercised or action taken which would have the effect of impairing the rights of the Lender in respect of the Pledged Collateral. (ii) The Grantor will permit the Lender or its nominee at any time after the occurrence of a Default, without notice, to exercise all voting rights or other rights relating to Pledged Collateral, including, without limitation, exchange, subscription or any other rights, privileges, or options pertaining to any Capital Stock or Investment Property constituting Pledged Collateral as if it were the absolute owner thereof. (iii) The Grantor shall be entitled to collect and receive for its own use all cash dividends and interest paid in respect of the Pledged Collateral to the extent not in violation of the Credit Agreement other than any of the following distributions and payments (collectively referred to as the “Excluded Payments”): (A) dividends and interest paid or payable other than in cash in respect of any Pledged Collateral, and instruments and other property received, receivable or otherwise distributed in respect of, or in exchange for, any Pledged Collateral; (B) dividends and other distributions paid or payable in cash in respect of any Pledged Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in capital of an issuer; and (C) cash paid, payable or otherwise distributed, in respect of principal of, or in redemption of, or in exchange for, any Pledged Collateral; provided however, that until actually paid, all rights to such distributions shall remain subject to the Liens created by this Security Agreement; and (iv) All Excluded Payments and all other distributions in respect of any of the Pledged Collateral, whenever paid or made, shall be delivered to the Lender to hold as Pledged Collateral and shall, if received by the Grantor, be received in trust for the benefit of the Lender, be segregated from the other property or funds of the Grantor, and be forthwith delivered to the Lender as Pledged Collateral in the same form as so received (with any necessary endorsement).

  • NO STRIKE PLEDGE The Union agrees that during the life of this Agreement, its agents, or its members shall not authorize, instigate, aid, or engage in any work stoppage, slowdown, sick-out, refusal to work, picketing, or strike against the District. If, during the life of this Agreement, the employees, for whatever reason engage in the aforementioned provisions, the Union shall immediately publicly order the striking employees to discontinue such action through the local media. Failure of the Union to take such action shall be subject to enforcement by the ordinary process of law.

  • Assignment of Rights to Intellectual Property The Executive shall promptly and fully disclose all Intellectual Property to the Company. The Executive hereby assigns and agrees to assign to the Company (or as otherwise directed by the Company) the Executive’s full right, title and interest in and to all Intellectual Property. The Executive agrees to execute any and all applications for domestic and foreign patents, copyrights or other proprietary rights and to do such other acts (including without limitation the execution and delivery of instruments of further assurance or confirmation) requested by the Company to assign the Intellectual Property to the Company and to permit the Company to enforce any patents, copyrights or other proprietary rights to the Intellectual Property. The Executive will not charge the Company for time spent in complying with these obligations. All copyrightable works that the Executive creates shall be considered “work made for hire”.

  • Rights to Intellectual Property This Data Agreement does not give Service Provider any rights, implied or otherwise, to CDI, data, content or intellectual property except as expressly stated in any underlying agreement between the parties. This includes but is not limited to the right to share, sell or trade CDI. The District acknowledges that this agreement does not convey any intellectual property right in any of Service Provider’s materials or content, including any revisions of derivative work or material. Service Provider-owned materials shall remain the property of the Service Provider. All rights, including copyright, trade secrets, patent and intellectual property rights shall remain the sole property of the Service Provider.

  • Certain Pledges Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement (including under its Note, if any) to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.