Common use of The Pledged Collateral Clause in Contracts

The Pledged Collateral. (a) The Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delaware. (b) The member of the Issuer is Warp Technology Holdings, Inc. (c) The Issuer keeps at its address at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ its limited liability company records and all records, documents and instruments relating to or evidencing the Pledged Collateral. (d) There is only one class of members and only one class of limited liability company interests in the Issuer. The Pledged Interest constitutes all of the issued and outstanding equity or ownership interests in each Issuer, and there are no other equity or ownership interests in either Issuer, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (e) Except as permitted under the Credit Agreement: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in the Pledged Interest and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Agent’s security interest; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged Collateral; and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Agent’s security interest. (f) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (g) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Except as otherwise specified in paragraph (iii) below, with respect to each Issuer of Pledged Interests pledged by such Pledgor: (i) such Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delaware.jurisdiction set forth opposite its name in Schedule 2; (bii) The member the members of the each such Issuer is Warp Technology Holdings, Inc.are as set forth in Schedule 2 attached hereto; and (ciii) The Issuer keeps at its address at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ its limited liability company records and all records, documents and instruments relating to or evidencing the Pledged Collateral. (d) There is Iridium Holdings LLC has only one class of members and only one class of limited liability company interests. (b) It has been duly admitted as a member of each Issuer whose interests in it is pledging and has made all required contributions to the Issuer. . (c) The Pledged Interest constitutes all Interests constitute the percentage of the issued and outstanding equity or ownership interests interest in each IssuerIssuer as it appears in Schedule 2, and there are no other equity or ownership interests in either an Issuer, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interestsinterests other than the securities and interests described in Schedule 2. (ed) Except as permitted under the Credit Facility Agreement: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in the Pledged Interest Interests and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Security Agent’s security interest; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged CollateralCollateral (other than pursuant to this Agreement); and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Security Agent’s security interest. (fe) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (gf) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Issuer is a limited liability company Pledged Shares have been duly formed authorized and organized are validly issued, fully-paid and validly existing as a limited liability company under the laws of the State of Delawarenon-assessable. (b) The member of the Issuer is Warp Technology Holdings, Inc. (c) The Issuer keeps at its address at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ its limited liability company records and all records, documents and instruments relating to or evidencing the Pledged Collateral. (d) There is only one class of members and only one class of limited liability company interests in the Issuer. The Pledged Interest constitutes Shares constitute all of the issued and outstanding equity or ownership interests in each the Issuer, and there are no other equity or ownership interests in either the Issuer, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (ec) Except as permitted under the Credit Facility Agreement: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in the Pledged Interest Shares and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Security Agent’s security interest; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged CollateralCollateral (other than pursuant to this Agreement); and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Security Agent’s security interest. (fd) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (ge) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delaware. (b) The member of the Issuer is Warp Technology Holdings, Inc. (c) The Issuer L▇▇▇▇▇▇ Group keeps at its address at 1▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ and Vector Tobacco keeps at its address at O▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇, Research T▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ its limited liability company records corporate records, stock ledger and all records, documents and instruments relating to or evidencing the Pledged Collateral. (db) There is only one class of members and only one class of limited liability company interests in the Issuer. The Pledged Interest constitutes Equity Interests have been duly authorized and are validly issued, fully-paid and non-assessable. (c) The Pledged Equity Interests constitute all of the issued and outstanding equity or ownership interests in each Issuerthe Issuers, and there are no other equity or ownership interests in either Issuerthe Issuers, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (d) The Pledged Equity Interests are “securities” under Article 8 of the UCC and are represented by certificates, all of which have been delivered to the Collateral Agent. (e) Except as permitted under the Credit AgreementIndenture: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in the Pledged Interest Equity Interests and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Agent’s security interest; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged Collateral; and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Agent’s security interest. (f) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (g) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delaware. (b) The member of the Issuer is Warp Technology Holdings, Inc. (c) The Issuer keeps at its address at ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ its limited liability company records corporate records, stock ledger and all records, documents and instruments relating to or evidencing the Pledged Collateral. (db) There is only one class of members The Pledged Shares have been duly authorized and only one class of limited liability company interests in the Issuerare validly issued, fully-paid and non-assessable. The Pledged Interest constitutes Shares constitute all of the issued and outstanding equity or ownership interests in each Issuer, and there are no other equity or ownership interests in either Issuer, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (ec) Except as permitted under the Credit Agreement: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in the Pledged Interest Shares and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Agent’s security interest; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged Collateral; and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Agent’s security interest. (fd) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (ge) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delaware. (b) The member of the Issuer is Warp Technology Holdings, Inc. (c) The Issuer keeps at its address at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ its limited liability company records and all records, documents and instruments relating to or evidencing the Pledged Collateral. (d) There is only one class of members and only one class of limited liability company interests in the Issuer. The Pledged Interest constitutes all of the issued and outstanding equity or ownership interests in each Issuer, and there are no other equity or ownership interests in either Issuer, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (e) Except as permitted under the Credit Agreement: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in the Pledged Interest and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Agent’s security interest; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged Collateral; and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Agent’s security interest. (f) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (g) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delaware. (b) The member of the Issuer is Warp Technology Holdings, Inc. (c) The Issuer ▇▇▇▇▇▇▇ Group keeps at its address at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ and Vector Tobacco keeps at its address at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ its limited liability company records corporate records, stock ledger and all records, documents and instruments relating to or evidencing the Pledged Collateral. (db) There is only one class of members and only one class of limited liability company interests in the Issuer. The Pledged Interest constitutes Equity Interests have been duly authorized and are validly issued, fully-paid and non-assessable. (c) The Pledged Equity Interests constitute all of the issued and outstanding equity or ownership interests in each Issuerthe Issuers, and there are no other equity or ownership interests in either Issuerthe Issuers, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (d) The Pledged Equity Interests are “securities” under Article 8 of the UCC and are represented by certificates, all of which have been delivered to the Collateral Agent. (e) Except as permitted under the Credit AgreementIndenture: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in in, the Pledged Interest Equity Interests and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Agent’s security interestinterest and other Permitted Liens; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged Collateral; and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Agent’s security interestinterest and other Permitted Liens. (f) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment, in each case, that would reasonably be expected to have a material adverse effect on the Collateral Agent’s security interest or the Collateral Agent’s rights under this Agreement. (g) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Each Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delawareapplicable jurisdiction. (b) The applicable Pledgor is the sole shareholder, member or parent of the Issuer is Warp Technology Holdings, Inc.each Issuer. (c) The Each Issuer keeps its limited liability company or other corporate records and all other records, documents and instruments relating to or evidencing the Pledged Collateral at its address at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ its limited liability company records and all records▇▇▇▇, documents and instruments relating to or evidencing the Pledged Collateral▇▇▇▇▇. (d) There is only one class of members and only one class ownership interests in each Issuer. (e) The applicable Pledgor has been duly admitted as a member of each Issuer that is a limited liability company interests in the and has made all required contributions to such Issuer. . (f) The Pledged Interest constitutes all of the issued and outstanding equity or Interests constitute a 100% ownership interests interest in each Issuer, and there are no other equity or ownership interests in either any Issuer, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (eg) Except as permitted under the Credit Agreement: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in in, the Pledged Interest Interests and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral AgentSecurity Trustee’s security interestinterest and Permitted Security; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged Collateral; and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral AgentSecurity Trustee’s security interestinterest or Permitted Security. (fh) Other than as a result of the Chapter 11 Case, No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (gi) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.

The Pledged Collateral. (a) The Issuer is a limited liability company duly formed and organized and validly existing as a limited liability company under the laws of the State of Delaware. (b) The member of the Issuer is Warp Technology Holdings, Inc. (c) The Issuer keeps at its address at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ its limited liability company records corporate records, stock ledger and all records, documents and instruments relating to or evidencing the Pledged Collateral. (db) There is only one class of members The Pledged Shares have been duly authorized and only one class of limited liability company interests in the Issuerare validly issued, fully-paid and non-assessable. The Pledged Interest constitutes Shares constitute all of the issued and outstanding equity or ownership interests in each Issuer, and there are no other equity or ownership interests in either Issuer, options or rights to acquire or subscribe for any such interests, or securities or instruments convertible into or exchangeable or exercisable for any such interests. (ec) Except as permitted under the Credit Agreement: (i) it is the sole legal and beneficial owner of, and has the power to transfer and grant a security interest in the Pledged Interest Shares and all other Pledged Collateral now in existence; (ii) none of the Pledged Collateral is subject to any Lien other than the Collateral Agent’s security interest; (iii) it has not agreed or committed to sell, assign, pledge, transfer, license, lease or encumber any of the Pledged Collateral, or granted any option, warrant, or right with respect to any of the Pledged Collateral; and (iv) no effective mortgage, deed of trust, financing statement, security agreement or other instrument similar in effect is on file or of record with respect to any Pledged Collateral, except for those that create, perfect or evidence the Collateral Agent’s security interest. (fd) No litigation, arbitration or administrative proceedings are current or pending or, to its knowledge, threatened, involving or affecting the Pledged Collateral, and none of the Pledged Collateral is subject to any order, writ, injunction, execution or attachment. (ge) None of the Pledged Collateral constitutes “margin stock” within the meaning of Regulation U or X issued by the Board of Governors of the United States Federal Reserve System.