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Subscribers | 2007 |
Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (32K)
Doc #3183074: Click preview link for longer preview.
COLLATERAL PLEDGE AND SECURITY AGREEMENT
THIS COLLATERAL PLEDGE AND SECURITY AGREEMENT, dated as of October 26, 2007 by and between ENTERTAINMENT PROPERTIES TRUST, a Maryland Real Estate Investment Trust (the �Pledgor�), and KEYBANK, NATIONAL ASSOCIATION. individually and as administrative agent (the �Agent�) for itself and the lenders under the Credit Agreement described below (the �Lenders�), having an address at 224 Franklin Street, 18th Floor, Boston, Massachusetts 02110. The Agent and the Lenders are herein collectively referred to from time to time as . . .
3183074
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Subscribers | 2007 |
Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (32K)
Doc #3197489: Click preview link for longer preview.
COLLATERAL PLEDGE AND SECURITY AGREEMENT
THIS COLLATERAL PLEDGE AND SECURITY AGREEMENT, dated as of October 26, 2007 by and between ENTERTAINMENT PROPERTIES TRUST, a Maryland Real Estate Investment Trust (the �Pledgor�), and KEYBANK, NATIONAL ASSOCIATION. individually and as administrative agent (the �Agent�) for itself and the lenders under the Credit Agreement described below (the �Lenders�), having an address at 224 Franklin Street, 18th Floor, Boston, Massachusetts 02110. The Agent and the Lenders are herein collectively referred to from time to time as . . .
3197489
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EPT
As referenced in this Collateral Pledge and Security Agreement:
ENTERTAINMENT PROPERTIES TRUST, – c21064exv4w2.htm COLLATERAL PLEDGE AND SECURITY AGREEMENT
Exhibit 4.2
COLLATERAL PLEDGE AND SECURITY AGREEMENT
THIS COLLATERAL PLEDGE AND SECURITY AGREEMENT, dated as of October 26, 2007 by and between ENTERTAINMENT PROPERTIES TRUST, a Maryland Real Estate Investment Trust (the ?Pledgor?), and KEYBANK, NATIONAL ASSOCIATION. individually and as administrative agent (the ?Agent?) for itself and the lenders under the Credit Agreement described
_____________
Entertainment Properties Trust
– shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by telephonic facsimile (fax), as follows:
(a) if to the Pledgor:
c/o Entertainment Properties Trust
30 Pershing Road, Suite 201
Kansas City, MO 64108
Attention: Mark A. Peterson, Vice President and CFO; and
Gregory K. Silvers, Esq. Vice President and General Counsel
Fax No. (
_____________
Entertainment Properties Trust
– 1201 Walnut Street, Suite 2900
Kansas City, Missouri 64106
Attn: Mark Ovington, Esq. and
Jack A. Bowling, Esq.
Fax No. (816) 412-8148
(b) if to EPT 301:
c/o Entertainment Properties Trust
30 Pershing Road, Suite 201
Kansas City, MO 64108
Attention Mark A. Peterson, Vice President and CFO; and
Gregory K. Silvers, Esq. Vice President and
General Counsel
Fax No. (
_____________
ENTERTAINMENT PROPERTIES TRUST
– HEREBY.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
10
IN WITNESS WHEREOF, the parties have executed this Pledge Agreement as a sealed instrument as of the date first above written.
PLEDGOR:
ENTERTAINMENT PROPERTIES TRUST
By:
/s/ Mark A. Peterson
Name:
Mark A. Peterson
Title:
Vice President and CFO
SECURED PARTIES:
KEYBANK NATIONAL ASSOCIATION, individually and as Agent for the Secured Parties
By:
/s/
_____________
dt 1781268
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Subscribers | 2004 |
Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (70K)
Doc #1035166: Click preview link for longer preview.
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of October 6, 2004
among
McMoRan EXPLORATION CO.
as Pledgor,
THE BANK OF NEW YORK
as Trustee, and
THE BANK OF NEW YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this �Pledge Agreement�) is made and entered into as of October 6, 2004 among McMoRan EXPLORATION CO., a Delaware corporation (the �Pledgor�), having its principal offices at 1615 Poydras Street, New Orleans, Louisiana 70112, THE BANK OF NEW YORK, a New York banking corporation, . . .
1035166
|
McMoRan
As referenced in this Collateral Pledge and Security Agreement:
McMoRan EXPLORATION CO. –
EX-99 5 mmr100704ex994.htm
Exhibit 99.4
EXECUTION COPY
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of October 6, 2004
among
McMoRan EXPLORATION CO.
as Pledgor,
THE BANK OF NEW YORK
as Trustee, and
THE BANK OF NEW YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to
_____________
McMoRan EXPLORATION CO. – YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this Pledge Agreement) is made and entered into as of October 6, 2004 among McMoRan EXPLORATION CO. , a Delaware corporation (the Pledgor), having its principal offices at 1615 Poydras Street, New Orleans, Louisiana 70112, THE BANK OF NEW YORK, a New York banking corporation, having its
_____________
McMoRan Exploration Co. – the name of The Bank of New York, as Collateral Agent for the benefit of the Trustee and Holders of the 5 1/4% Convertible Senior Notes Due 2011 of McMoRan Exploration Co. and designated as BK OF NYC/CUST; and
WHEREAS, it is a condition precedent to the purchase of the Notes by the Initial Purchasers pursuant to the Purchase Agreement
_____________
McMoRan Exploration Co. – shall be sufficiently given if in writing and delivered in person or mailed by first class mail, commercial courier service or telecopier communication, addressed as follows:
if to the Pledgor:
McMoRan Exploration Co.
1615 Poydras Street
New Orleans, Louisiana 70112
Attention: Treasurer
Telecopier No.: (504) 582-4511
if to the Collateral Agent:
The Bank of New York
101 Barclay Street
Floor 8
_____________
McMoRan EXPLORATION CO. – WITNESS WHEREOF, the Pledgor, the Trustee and the Collateral Agent have each caused this Pledge Agreement to be duly executed and delivered as of the date first above written.
Pledgor:
McMoRan EXPLORATION CO.
By: /s/ Glenn A. Kleinert
_____________________________
Name: Glenn A. Kleinert
Title: President & Chief Executive Officer
Trustee:
THE BANK OF NEW YORK,
as Trustee
By: /s/ Robert A. Massimillo
_____________
dt 1462895
;
 BNY
As referenced in this Collateral Pledge and Security Agreement:
BANK OF NEW YORK
–
EX-99 5 mmr100704ex994.htm
Exhibit 99.4
EXECUTION COPY
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of October 6, 2004
among
McMoRan EXPLORATION CO.
as Pledgor,
THE BANK OF NEW YORK
as Trustee, and
THE BANK OF NEW YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this Pledge Agreement) is made and
_____________
BANK OF NEW YORK
– 99.4
EXECUTION COPY
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of October 6, 2004
among
McMoRan EXPLORATION CO.
as Pledgor,
THE BANK OF NEW YORK
as Trustee, and
THE BANK OF NEW YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this Pledge Agreement) is made and entered into as of October 6, 2004 among
_____________
BANK OF NEW YORK, – and entered into as of October 6, 2004 among McMoRan EXPLORATION CO., a Delaware corporation (the Pledgor), having its principal offices at 1615 Poydras Street, New Orleans, Louisiana 70112, THE BANK OF NEW YORK, a New York banking corporation, having its principal corporate trust office at 101 Barclay Street, Floor 8 West, New York, New York 10286, as trustee (in such capacity, the
_____________
BANK OF NEW YORK, – as trustee (in such capacity, the Trustee) for the holders (the Holders) of the Notes (as defined herein) issued by the Pledgor under the Indenture referred to below, and THE BANK OF NEW YORK, as collateral agent for the Trustee and the holders from time to time of the Notes referred to below (in such capacity, the Collateral Agent) and securities intermediary.
W
_____________
Bank of New York, – Pledgor will issue and sell to the Initial Purchasers $140 million aggregate principal amount of 5 1/4% Convertible Senior Notes due 2011 (the Notes);
WHEREAS, the Pledgor and The Bank of New York, as Trustee, have entered into that certain indenture dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the Indenture), pursuant to
_____________
dt 1585861
;
|
J.P. Morgan
As referenced in this Collateral Pledge and Security Agreement:
J.P. Morgan Securities Inc – in such capacity, the Collateral Agent) and securities intermediary.
W I T N E S S E T H:
WHEREAS, the Pledgor and Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities Inc ., Jefferies & Company, Inc., Hibernia Southcoastal Capital, Inc. and Sterne, Agee & Leach, Inc. (the Initial Purchasers) are parties to a Purchase Agreement dated October 6, 2004 (the Purchase
_____________
dt 1493190
|
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Subscribers | 2004 |
Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (65K)
Doc #1059420: Click preview link for longer preview.
Exhibit 4.4
EXECUTION COPY
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of
October 15, 2004
among
APEX SILVER MINES
LIMITED,
as Pledgor,
THE BANK OF NEW
YORK
as Trustee,
and
THE BANK OF NEW
YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as
supplemented from time to time, this “Pledge
Agreement”) is made and entered into as of October 15, 2004 among
APEX SILVER MINES LIMITED, a Cayman Islands company (the “Pledgor”), having its principal offices at
1700 . . .
1059420
|
Apex Silver
As referenced in this Collateral Pledge and Security Agreement:
APEX SILVER MINES
LIMITED, – Silver Mines Ltd
EX-4.4
6
a04-11637_1ex4d4.htm
EX-4.4
Exhibit 4.4
EXECUTION COPY
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of
October 15, 2004
among
APEX SILVER MINES
LIMITED,
as Pledgor,
THE BANK OF NEW
YORK
as Trustee,
and
THE BANK OF NEW
YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as
supplemented from time to
_____________
APEX SILVER MINES LIMITED, – Collateral Agent
This Collateral Pledge and Security Agreement (as
supplemented from time to time, this “Pledge
Agreement”) is made and entered into as of October 15, 2004 among
APEX SILVER MINES LIMITED, a Cayman Islands company (the “Pledgor”), having its principal offices at
1700 Lincoln Street, Denver, Colorado 80203, THE BANK OF NEW YORK, a New York
banking corporation,
_____________
Apex Silver Mines Limited
– shall be sufficiently given
if in writing and delivered in person or mailed by first class mail, commercial
courier service or telecopier communication, addressed as follows:
if to the Pledgor:
Apex Silver Mines Limited
c/o Apex Silver Mines Corporation
1700 Lincoln Street, Suite 3050
Denver, Colorado 80203
Attention: Mark Lettes, Chief Financial Officer
Fax: (303) 764-9165
if to the Collateral Agent
_____________
APEX SILVER MINES LIMITED
– WITNESS WHEREOF, the Pledgor, the Trustee and the
Collateral Agent have each caused this Pledge Agreement to be duly executed and
delivered as of the date first above written.
Pledgor:
APEX SILVER MINES LIMITED
By:
/s/ Mark A. Lettes
Name: Mark A. Lettes
Title: Chief Financial Officer
Trustee:
THE BANK OF NEW YORK,
as Trustee
By:
/s/ Beata Hryniewicka
Name:
Title:
Collateral Agent
_____________
dt 1388820
;
BNY
As referenced in this Collateral Pledge and Security Agreement:
BANK OF NEW
YORK
– a04-11637_1ex4d4.htm
EX-4.4
Exhibit 4.4
EXECUTION COPY
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of
October 15, 2004
among
APEX SILVER MINES
LIMITED,
as Pledgor,
THE BANK OF NEW
YORK
as Trustee,
and
THE BANK OF NEW
YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as
supplemented from time to time, this “Pledge
Agreement”) is
_____________
BANK OF NEW
YORK
– 4
EXECUTION COPY
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of
October 15, 2004
among
APEX SILVER MINES
LIMITED,
as Pledgor,
THE BANK OF NEW
YORK
as Trustee,
and
THE BANK OF NEW
YORK
as Collateral Agent
This Collateral Pledge and Security Agreement (as
supplemented from time to time, this “Pledge
Agreement”) is made and entered into as of October 15,
_____________
BANK OF NEW YORK, – as of October 15, 2004 among
APEX SILVER MINES LIMITED, a Cayman Islands company (the “Pledgor”), having its principal offices at
1700 Lincoln Street, Denver, Colorado 80203, THE BANK OF NEW YORK, a New York
banking corporation, having its principal corporate trust office at 101 Barclay
Street, Floor 8 West, New York, New York 10286, as trustee (in such capacity,
the &#
_____________
BANK OF NEW YORK, – 148;) for the holders
from time to time (the “Holders”)
of the Notes (as defined herein) issued by the Pledgor under the Indenture
referred to below, and THE BANK OF NEW YORK, as collateral agent for the
Trustee and the holders from time to time of the Notes referred to below (in
such capacity, the “Collateral Agent”)
and securities
_____________
Bank of New York, – 0%
Convertible Senior Subordinated Notes due 2024 issued pursuant to the Initial
Purchasers’ option set forth in the Purchase Agreement, the “Notes”);
WHEREAS, the Pledgor and The Bank of New York, as
Trustee, have entered into that certain indenture dated as of the date hereof
(as amended, restated, supplemented or otherwise modified from time to time,
the “Indenture”),
_____________
dt 1586003
;
Barclays Bank
As referenced in this Collateral Pledge and Security Agreement:
Barclays Bank PLC, – the Notes referred to below (in
such capacity, the “Collateral Agent”)
and securities intermediary (the “Securities
Intermediary”).
WITNESSETH:
WHEREAS, the Pledgor and Citigroup Global Markets
Inc., Barclays Bank PLC, Deutsche Bank Securities Inc., Harris Nesbitt Corp.
and Sunrise Securities Corp. (collectively, the “Initial Purchasers”) are parties to a Purchase Agreement,
dated October 11, 2004 (the “
_____________
dt 1402805
;
|
Citigroup Global
As referenced in this Collateral Pledge and Security Agreement:
Citigroup Global Markets
Inc – time to time of the Notes referred to below (in
such capacity, the “Collateral Agent”)
and securities intermediary (the “Securities
Intermediary”).
WITNESSETH:
WHEREAS, the Pledgor and Citigroup Global Markets
Inc ., Barclays Bank PLC, Deutsche Bank Securities Inc., Harris Nesbitt Corp.
and Sunrise Securities Corp. (collectively, the “Initial Purchasers”) are parties to a Purchase Agreement,
dated October 11,
_____________
dt 1369844
;
Deutsche Bank
As referenced in this Collateral Pledge and Security Agreement:
Deutsche Bank Securities Inc – to below (in
such capacity, the “Collateral Agent”)
and securities intermediary (the “Securities
Intermediary”).
WITNESSETH:
WHEREAS, the Pledgor and Citigroup Global Markets
Inc., Barclays Bank PLC, Deutsche Bank Securities Inc ., Harris Nesbitt Corp.
and Sunrise Securities Corp. (collectively, the “Initial Purchasers”) are parties to a Purchase Agreement,
dated October 11, 2004 (the “Purchase
Agreement”), pursuant
_____________
dt 1376521
|
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Subscribers | 2004 |
Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (82K)
Doc #1103673: Click preview link for longer preview.
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS, INC.
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee, and
WELLS FARGO BANK, N.A.
as Collateral Agent
<PAGE>
This Collateral Pledge and Security Agreement (as supplemented from time
to time, this "Pledge Agreement") is made and entered into as of November 22,
2004 . . .
1103673
|
CCI
As referenced in this Collateral Pledge and Security Agreement:
CHARTER COMMUNICATIONS, INC – 10.4
5
y69161exv10w4.txt
COLLATERAL PLEDGE AND SECURITY AGREEMENT
EXHIBIT 10.4
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS, INC .
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee, and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time
_____________
Charter Communications, Inc – as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time
to time, this "Pledge Agreement") is made and entered into as of November 22,
2004 among Charter Communications, Inc ., a Delaware corporation (the "Pledgor"),
having its principal offices at 12444 Powerscourt Drive, Suite 1000, St. Louis,
Missouri 63131, Wells Fargo Bank, N.A., a national banking association, as
_____________
"Charter Communications, Inc – N.A., as Collateral Agent for the benefit of the trustee and holders
of the 5.875% Convertible Senior Notes Due 2009 of Charter
Communications, Inc. and designated as "Charter Communications, Inc . Pledge
Account"; and
WHEREAS, it is a condition precedent to the purchase of the Notes by the
Initial Purchasers pursuant to the Purchase Agreement that the Pledgor shall
have
_____________
Charter Communications, Inc – shall be sufficiently given if in writing and delivered in person
or mailed by first class mail, commercial courier service or telecopier
communication, addressed as follows:
if to the Pledgor:
Charter Communications, Inc .
12405 Powerscourt Drive
St. Louis, Missouri 63131
Telecopier No.: (314) 965-8793
Attention: Secretary
With a copy to:
Irell & Manella
1800 Avenue of the Stars
Suite 900
Los Angeles,
_____________
Charter Communications, Inc – WITNESS WHEREOF, the Pledgor, the Trustee and the Collateral Agent have
each caused this Pledge Agreement to be duly executed and delivered as of the
date first above written.
Pledgor:
Charter Communications, Inc .
By: /s/ Eloise Schmitz
----------------------------------------
Name: Eloise E. Schmitz
Title: Vice President
Trustee:
Wells Fargo Bank, N.A.,
as Trustee
By: /s/ Timothy P. Mowdy
----------------------------------------
Name: Timothy P. Mowdy
Title:
_____________
dt 1425003
;
Citigroup Global
As referenced in this Collateral Pledge and Security Agreement:
Citigroup Global Markets, Inc – time of the Notes referred to below (in such capacity, the
"Collateral Agent") and securities intermediary.
W I T N E S S E T H:
WHEREAS, the Pledgor and Citigroup Global Markets, Inc . and Morgan Stanley
& Co. Incorporated, as representatives of the initial purchasers (the "Initial
Purchasers"), are parties to a Purchase Agreement dated November 16, 2004 (the
"Purchase Agreement"), pursuant to
_____________
dt 1369956
;
Morgan Stanley
As referenced in this Collateral Pledge and Security Agreement:
Morgan Stanley
& Co. – to below (in such capacity, the
"Collateral Agent") and securities intermediary.
W I T N E S S E T H:
WHEREAS, the Pledgor and Citigroup Global Markets, Inc. and Morgan Stanley
& Co. Incorporated, as representatives of the initial purchasers (the "Initial
Purchasers"), are parties to a Purchase Agreement dated November 16, 2004 (the
"Purchase Agreement"), pursuant to which the Pledgor will
_____________
dt 1472141
;
|
Wells Fargo Bank
As referenced in this Collateral Pledge and Security Agreement:
WELLS FARGO BANK, N – y69161exv10w4.txt
COLLATERAL PLEDGE AND SECURITY AGREEMENT
EXHIBIT 10.4
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS, INC.
as Pledgor,
WELLS FARGO BANK, N .A.
as Trustee, and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time
to time, this "Pledge Agreement") is
_____________
WELLS FARGO BANK, N – TEXT>
EXHIBIT 10.4
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS, INC.
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee, and
WELLS FARGO BANK, N .A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time
to time, this "Pledge Agreement") is made and entered into as of November 22,
_____________
Wells Fargo Bank, N – entered into as of November 22,
2004 among Charter Communications, Inc., a Delaware corporation (the "Pledgor"),
having its principal offices at 12444 Powerscourt Drive, Suite 1000, St. Louis,
Missouri 63131, Wells Fargo Bank, N .A., a national banking association, as
trustee (in such capacity, the "Trustee") for the holders (the "Holders") of the
Notes (as defined herein) issued by the Pledgor under the
_____________
Wells Fargo Bank, N – association, as
trustee (in such capacity, the "Trustee") for the holders (the "Holders") of the
Notes (as defined herein) issued by the Pledgor under the Indenture referred to
below, and Wells Fargo Bank, N .A., as collateral agent for the Trustee and the
holders from time to time of the Notes referred to below (in such capacity, the
"Collateral Agent") and securities intermediary.
_____________
Wells Fargo Bank, N – Pledgor will issue and sell to the
Initial Purchasers $862,500,000 aggregate original principal amount of 5.875%
Convertible Senior Notes due 2009 (the "Notes");
WHEREAS, the Pledgor and Wells Fargo Bank, N .A., as Trustee, have entered
into that certain indenture dated as of the date hereof (as amended, restated,
supplemented or otherwise modified from time to time, the "Indenture"), pursuant
_____________
dt 1433272
;
 Irell & Manella
As referenced in this Collateral Pledge and Security Agreement:
Irell & Manella
– telecopier
communication, addressed as follows:
if to the Pledgor:
Charter Communications, Inc.
12405 Powerscourt Drive
St. Louis, Missouri 63131
Telecopier No.: (314) 965-8793
Attention: Secretary
With a copy to:
Irell & Manella
1800 Avenue of the Stars
Suite 900
Los Angeles, California 90067
Telecopier No.: (310) 203-7199
Attention: Meredith Jackson, Esq.
if to the Collateral Agent:
Wells Fargo Bank, N.
_____________
dt 1552458
|
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Subscribers | 2004 |
Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (76K)
Doc #1103674: Click preview link for longer preview.
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS HOLDING COMPANY, LLC.
as Pledgor,
CHARTER COMMUNICATIONS, INC.,
as Pledgee,
WELLS FARGO BANK, N.A.
as Trustee, and
WELLS FARGO BANK, N.A.
as Collateral Agent
<PAGE>
This Collateral Pledge and Security Agreement (as . . .
1103674
|
CCI
As referenced in this Collateral Pledge and Security Agreement:
CHARTER COMMUNICATIONS, INC – DESCRIPTION>COLLATERAL PLEDGE AND SECURITY AGREEMENT
EXHIBIT 10.5
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS HOLDING COMPANY, LLC.
as Pledgor,
CHARTER COMMUNICATIONS, INC .,
as Pledgee,
WELLS FARGO BANK, N.A.
as Trustee, and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time
_____________
Charter
Communications, Inc – November 22,
2004 among Charter Communications Holding Company, LLC, a Delaware limited
liability company (the "Pledgor"), having its principal offices at 12444
Powerscourt Drive, Suite 1000, St. Louis, Missouri 63131, Charter
Communications, Inc ., a Delaware corporation ("CCI"), having its principal
offices at 12444 Powerscourt Drive, Suite 1000, St. Louis, Missouri 63131 Wells
Fargo Bank, N.A., a national banking association, as trustee (
_____________
Charter Communications, Inc – in the name of Wells
Fargo Bank, N.A., as Collateral Agent for the benefit of the trustee and holders
of the 5.875% Convertible Senior Notes Due 2009 of Charter Communications, Inc .
and designated as "Charter Communications, Inc. Pledge Account"; and
WHEREAS, it is a condition precedent to the purchase of the CCI Notes by
the Initial Purchasers pursuant to
_____________
"Charter Communications, Inc – Bank, N.A., as Collateral Agent for the benefit of the trustee and holders
of the 5.875% Convertible Senior Notes Due 2009 of Charter Communications, Inc.
and designated as "Charter Communications, Inc . Pledge Account"; and
WHEREAS, it is a condition precedent to the purchase of the CCI Notes by
the Initial Purchasers pursuant to the Purchase Agreement that the Pledgor
_____________
Charter Communications, Inc – Secretary
with a copy to:
Irell & Manella LLP
1800 Avenue of the Stars, Suite 900
Los Angeles, CA 90046
Telecopier No.: (310)203-7199
Attention: Meredith Jackson
if to CCI:
Charter Communications, Inc .
12405 Powerscourt Drive
St. Louis, Missouri 63131
Telecopier No.: (314) 965-8793
Attention: Secretary
if to the Collateral Agent:
Wells Fargo Bank, N.A.
Corporate Trust Services
Sixth & Marquette;
_____________
dt 1425004
;
Citigroup Global
As referenced in this Collateral Pledge and Security Agreement:
Citigroup Global Markets, Inc – Bank, N.A., as collateral agent for CCI (in such capacity, the
"Collateral Agent") and securities intermediary.
W I T N E S S E T H:
WHEREAS, CCI and Citigroup Global Markets, Inc . and Morgan Stanley & Co.
Incorporated, as representatives of the initial purchasers (the "Initial
Purchasers"), are parties to a Purchase Agreement dated November 16, 2004 (the
"Purchase Agreement"), pursuant to
_____________
dt 1369957
;
Morgan Stanley
As referenced in this Collateral Pledge and Security Agreement:
Morgan Stanley & Co. – agent for CCI (in such capacity, the
"Collateral Agent") and securities intermediary.
W I T N E S S E T H:
WHEREAS, CCI and Citigroup Global Markets, Inc. and Morgan Stanley & Co.
Incorporated, as representatives of the initial purchasers (the "Initial
Purchasers"), are parties to a Purchase Agreement dated November 16, 2004 (the
"Purchase Agreement"), pursuant to which CCI will issue
_____________
dt 1472142
;
|
Wells Fargo Bank
As referenced in this Collateral Pledge and Security Agreement:
WELLS FARGO BANK, N – AGREEMENT
EXHIBIT 10.5
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS HOLDING COMPANY, LLC.
as Pledgor,
CHARTER COMMUNICATIONS, INC.,
as Pledgee,
WELLS FARGO BANK, N .A.
as Trustee, and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time
to time, this "Pledge Agreement") is
_____________
WELLS FARGO BANK, N – AND SECURITY AGREEMENT
Dated as of November 22, 2004
among
CHARTER COMMUNICATIONS HOLDING COMPANY, LLC.
as Pledgor,
CHARTER COMMUNICATIONS, INC.,
as Pledgee,
WELLS FARGO BANK, N.A.
as Trustee, and
WELLS FARGO BANK, N .A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time
to time, this "Pledge Agreement") is made and entered into as of November 22,
_____________
Wells
Fargo Bank, N – 12444
Powerscourt Drive, Suite 1000, St. Louis, Missouri 63131, Charter
Communications, Inc., a Delaware corporation ("CCI"), having its principal
offices at 12444 Powerscourt Drive, Suite 1000, St. Louis, Missouri 63131 Wells
Fargo Bank, N .A., a national banking association, as trustee (in such capacity,
the "Trustee") for the holders (the "Holders") of the CCI Notes (as defined
herein) issued by the Pledgor under
_____________
Wells Fargo Bank, N – trustee (in such capacity,
the "Trustee") for the holders (the "Holders") of the CCI Notes (as defined
herein) issued by the Pledgor under the CCI Indenture referred to below, and
Wells Fargo Bank, N .A., as collateral agent for CCI (in such capacity, the
"Collateral Agent") and securities intermediary.
W I T N E S S E T H:
WHEREAS, CCI and Citigroup
_____________
Wells Fargo Bank, N – CCI will issue and sell to the Initial
Purchasers $862,500,000 aggregate original principal amount of 5.875%
Convertible Senior Notes due 2009 (the "CCI Notes");
WHEREAS, CCI and Wells Fargo Bank, N .A., as Trustee, have entered into
that certain indenture dated as of the date hereof (as amended, restated,
supplemented or otherwise modified from time to time, the "Indenture"), pursuant
_____________
dt 1433273
;
Irell & Manella
As referenced in this Collateral Pledge and Security Agreement:
Irell & Manella – follows:
- 16 -
if to the Pledgor:
Charter Communications Holding Company, LLC
12405 Powerscourt Drive
St. Louis, Missouri 63131
Telecopier No.: (314) 965-8793
Attention: Secretary
with a copy to:
Irell & Manella LLP
1800 Avenue of the Stars, Suite 900
Los Angeles, CA 90046
Telecopier No.: (310)203-7199
Attention: Meredith Jackson
if to CCI:
Charter Communications, Inc.
12405 Powerscourt Drive
St.
_____________
dt 1552459
|
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Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (94K)
Doc #1111095: Click preview link for longer preview.
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Exhibit 4.04
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of December 22, 2003
among
ADAPTEC, INC.
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee,
and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this "Pledge Agreement") is made and entered into as of December 22, 2003 among
ADAPTEC, INC., a Delaware corporation (the . . .
1111095
|
Adaptec
As referenced in this Collateral Pledge and Security Agreement:
ADAPTEC, INC –
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Exhibit 4.04
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of December 22, 2003
among
ADAPTEC, INC .
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee,
and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to
_____________
ADAPTEC, INC – A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this "Pledge Agreement") is made and entered into as of December 22, 2003 among
ADAPTEC, INC ., a Delaware corporation (the "Pledgor"), having its principal offices at 691 South Milpitas Blvd., Milpitas, California 95035, Wells Fargo Bank, N.A., having its principal
corporate trust office in
_____________
Adaptec, Inc – name of Wells Fargo Bank, N.A., as Collateral Agent for the benefit of the Trustee and holders (the "Holders") of the 3/4% Convertible Subordinated Notes Due 2023 of
Adaptec, Inc . and designated as "Wells Fargo Collateral Agent for ADPT"; and
WHEREAS,
it is a condition precedent to the purchase of the Notes by the Initial Purchasers pursuant to the
_____________
ADAPTEC, INC – corporation duly organized and validly existing under the laws of the State of Delaware. The Pledgor's name as it appears in official filings in the
State of Delaware is ADAPTEC, INC . The Pledgor's organizational identification number issued by the State of Delaware is 2821928.
SECTION
8. Further Assurances. The Pledgor will, promptly upon the request by the Collateral Agent (
_____________
Adaptec, Inc – shall be sufficiently given if in
writing and delivered in person or mailed by first class mail, commercial courier service or telecopier communication, addressed as follows:
if
to the Pledgor:
Adaptec, Inc .
691 South Milpitas Blvd.
Milpitas, CA 95035
Attention: General Counsel and Assistant Corporate Secretary
Telecopier No.: (408) 262-2533
if
to the Collateral Agent:
Wells
Fargo Bank, N.A.
_____________
dt 1515893
;
Adaptec
As referenced in this Collateral Pledge and Security Agreement:
ADAPTEC, INC. –
QuickLinks
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Exhibit 4.04
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of December 22, 2003
among
ADAPTEC, INC.
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee,
and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to
_____________
ADAPTEC, INC. – A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this "Pledge Agreement") is made and entered into as of December 22, 2003 among
ADAPTEC, INC. , a Delaware corporation (the "Pledgor"), having its principal offices at 691 South Milpitas Blvd., Milpitas, California 95035, Wells Fargo Bank, N.A., having its principal
corporate trust office in
_____________
Adaptec, Inc. – name of Wells Fargo Bank, N.A., as Collateral Agent for the benefit of the Trustee and holders (the "Holders") of the 3/4% Convertible Subordinated Notes Due 2023 of
Adaptec, Inc. and designated as "Wells Fargo Collateral Agent for ADPT"; and
WHEREAS,
it is a condition precedent to the purchase of the Notes by the Initial Purchasers pursuant to the
_____________
ADAPTEC, INC. – corporation duly organized and validly existing under the laws of the State of Delaware. The Pledgor's name as it appears in official filings in the
State of Delaware is ADAPTEC, INC. The Pledgor's organizational identification number issued by the State of Delaware is 2821928.
SECTION
8. Further Assurances. The Pledgor will, promptly upon the request by the Collateral Agent (
_____________
Adaptec, Inc. – shall be sufficiently given if in
writing and delivered in person or mailed by first class mail, commercial courier service or telecopier communication, addressed as follows:
if
to the Pledgor:
Adaptec, Inc.
691 South Milpitas Blvd.
Milpitas, CA 95035
Attention: General Counsel and Assistant Corporate Secretary
Telecopier No.: (408) 262-2533
if
to the Collateral Agent:
Wells
Fargo Bank, N.A.
_____________
dt 1457166
;
Adaptec
As referenced in this Collateral Pledge and Security Agreement:
ADAPTEC, INC. –
QuickLinks
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Exhibit 4.04
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of December 22, 2003
among
ADAPTEC, INC.
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee,
and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to
_____________
ADAPTEC, INC. – A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this "Pledge Agreement") is made and entered into as of December 22, 2003 among
ADAPTEC, INC. , a Delaware corporation (the "Pledgor"), having its principal offices at 691 South Milpitas Blvd., Milpitas, California 95035, Wells Fargo Bank, N.A., having its principal
corporate trust office in
_____________
Adaptec, Inc. – name of Wells Fargo Bank, N.A., as Collateral Agent for the benefit of the Trustee and holders (the "Holders") of the 3/4% Convertible Subordinated Notes Due 2023 of
Adaptec, Inc. and designated as "Wells Fargo Collateral Agent for ADPT"; and
WHEREAS,
it is a condition precedent to the purchase of the Notes by the Initial Purchasers pursuant to the
_____________
ADAPTEC, INC. – corporation duly organized and validly existing under the laws of the State of Delaware. The Pledgor's name as it appears in official filings in the
State of Delaware is ADAPTEC, INC. The Pledgor's organizational identification number issued by the State of Delaware is 2821928.
SECTION
8. Further Assurances. The Pledgor will, promptly upon the request by the Collateral Agent (
_____________
Adaptec, Inc. – shall be sufficiently given if in
writing and delivered in person or mailed by first class mail, commercial courier service or telecopier communication, addressed as follows:
if
to the Pledgor:
Adaptec, Inc.
691 South Milpitas Blvd.
Milpitas, CA 95035
Attention: General Counsel and Assistant Corporate Secretary
Telecopier No.: (408) 262-2533
if
to the Collateral Agent:
Wells
Fargo Bank, N.A.
_____________
dt 1469235
;
|
BofA Securities
As referenced in this Collateral Pledge and Security Agreement:
Banc of America Securities LLC – Smith Incorporated ("Merrill Lynch"), are parties to a Purchase Agreement dated
December 16, 2003 (the "Purchase Agreement"), pursuant to which the Pledgor will issue and sell to Merrill Lynch and Banc of America Securities LLC ("the Initial Purchasers") $200,000,000
aggregate principal amount of 3/4% Convertible Subordinated Notes due 2023, plus an additional $25,000,000 aggregate principal amount of 3/4%
_____________
Banc of America Securities, LLC – Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch"), are parties to a Purchase Agreement dated
December [ ], 2003 (the "Purchase Agreement"), pursuant to which the Pledgor granted Merrill Lynch and Banc of America Securities, LLC ("the Initial
Purchasers") an overallotment option to purchase up to $25,000,000 aggregate principal amount of the Pledgor's 3/4% Convertible Subordinated Notes due 2023 (the "Notes");
_____________
dt 1356359
;
Wells Fargo Bank
As referenced in this Collateral Pledge and Security Agreement:
WELLS FARGO BANK, N –
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Exhibit 4.04
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of December 22, 2003
among
ADAPTEC, INC.
as Pledgor,
WELLS FARGO BANK, N .A.
as Trustee,
and
WELLS FARGO BANK, N.A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this "Pledge Agreement") is made
_____________
WELLS FARGO BANK, N – through this document
Exhibit 4.04
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of December 22, 2003
among
ADAPTEC, INC.
as Pledgor,
WELLS FARGO BANK, N.A.
as Trustee,
and
WELLS FARGO BANK, N .A.
as Collateral Agent
This Collateral Pledge and Security Agreement (as supplemented from time to time, this "Pledge Agreement") is made and entered into as of December 22, 2003
_____________
Wells Fargo Bank, N – is made and entered into as of December 22, 2003 among
ADAPTEC, INC., a Delaware corporation (the "Pledgor"), having its principal offices at 691 South Milpitas Blvd., Milpitas, California 95035, Wells Fargo Bank, N .A., having its principal
corporate trust office in California at 707 Wilshire Blvd., 17th Floor, Los Angeles, CA 90017, as trustee (in such capacity, the "Trustee") for the holders (
_____________
Wells Fargo Bank, N – 90017, as trustee (in such capacity, the "Trustee") for the holders (the "Holders") of the Notes (as defined
herein) issued by the Pledgor under the Indenture referred to below, and Wells Fargo Bank, N .A., having a corporate trust office at 707 Wilshire Blvd., 17th Floor, Los Angeles, CA 90017, as collateral
agent for the Trustee and the holders from time to time
_____________
Wells Fargo Bank, N – 2023 as to which the Initial Purchasers have exercised their over-allotment option set forth in Section 2(b) of the Purchase Agreement (collectively, the "Notes");
WHEREAS,
the Pledgor and Wells Fargo Bank, N .A., as Trustee, have entered into that certain indenture dated as of the date hereof (as amended, restated, supplemented or otherwise
modified from time to time, the "Indenture"), pursuant
_____________
dt 1433276
|
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Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (52K)
Doc #321815: Click preview link for longer preview.
{DOCUMENT}
{TYPE}EX-4.4
{SEQUENCE}3
{FILENAME}y92050exv4w4.txt
{DESCRIPTION}COLLATERAL PLEDGE AND SECURITY AGREEMENT
{TEXT}
{PAGE}
EXHIBIT 4.4
EXECUTION COPY
COLLATERAL PLEDGE AND SECURITY AGREEMENT
Dated September 8, 2003
From
OSI PHARMACEUTICALS, INC.
as Pledgor
to
THE BANK OF NEW YORK
as Trustee
{PAGE}
TABLE OF CONTENTS
{TABLE}
{CAPTION}
SECTION PAGE
{S} {C}
Section 1. Grant of Security........................................................................... 2
Section 2. Security for Obligations.................................................................... 2
Section 3. Maintaining the Pledged Account............................................................. 3
Section 4. Delivery and Control of Collateral.......................................................... 3
Section 5. Release of Amounts.......................................................................... 4
Section 6. Representations and Warranties.............................................................. 5
Section 7. Further Assurances.......................................................................... 6
Section 8. Covenants................................................................................... 7
Section 9. Post-Closing Changes........................................................................ 8
Section 10. Transfers and Other Liens................................................................... 8
Section 11. Trustee Appointed Attorney-in-Fact.......................................................... 8
Section 12. No Assumption of Duties; Reasonable Care.................................................... 9
Section 13. Remedies.................................................................................... 9
Section 14. Indemnity and Expenses...................................................................... 10
Section 15. Security Interest Absolute.................................................................. 11
Section 16. Amendments; Waivers......................................................................... 11
Section 17. Notices; Etc................................................................................ 12
Section 18. Continuing Security Interest; Assignments under the Indenture............................... 12
Section 19. Termination................................................................................. 12
Section 20. Execution in Counterparts................................................................... 12
Section 21. Governing Law; Submission to Jurisdiction; Waiver of Jury Trial............................. 13
{/TABLE}
Schedule I - Pledged Security Entitlements
Schedule II - Trade Names
Exhibit A - Form of Control Agreement
i
{PAGE}
COLLATERAL PLEDGE AND SECURITY AGREEMENT
COLLATERAL PLEDGE AND SECURITY AGREEMENT dated September 8,
2003 made by OSI Pharmaceuticals, Inc., a Delaware corporation (the "PLEDGOR"),
to The Bank of New York, a New York Banking Corporation, in its capacity as
Trustee (the "TRUSTEE") for the holders (the "HOLDERS") of the Notes (as defined
herein), issued by the Pledgor under the Indenture referred to below.
Capitalized terms used and not defined herein have the meanings set forth or
referred to in the Indenture.
PRELIMINARY STATEMENTS
(1) The Pledgor and the Trustee have entered into that
certain Indenture dated as of September 8, 2003 (said Indenture, as it may
hereafter be amended, amended and restated, supplemented or otherwise modified
from time to time, being the "INDENTURE") pursuant to which the Pledgor is
issuing on the date hereof $135,000,000 aggregate principal amount of 3.25%
Convertible Senior Subordinated Notes due 2023.
(2) The Pledgor has security entitlements (the "PLEDGED
SECURITY ENTITLEMENTS") with respect to (i) the United States Treasury
securities identified on Schedule I hereto, and credited to the Pledgor's
account, Account No. 341436 (the "PLEDGED ACCOUNT"), with the Trustee at its
office at 101 Barclay Street, New York, NY 10286 and (ii) all other funds and
financial assets credited from time to time to the Pledged Account (such other
funds and financial assets, together with the Pledged Security Entitlements, the
"PLEDGED FINANCIAL ASSETS").
(3) To secure the obligations of the Pledgor under the
Indenture and the Notes to pay in full each of the first six scheduled interest
payments on the Notes and to secure repayment of the principal and interest on
the Notes in the event that the Notes become due and payable prior to such time
as the first six scheduled interest payments thereon shall have been paid in
full (collectively, the "OBLIGATIONS"), the Pledgor has agreed (i) to pledge to
the Trustee for its benefit and the ratable benefit of the Holders of the Notes,
a security interest in the Collateral (as defined herein) and (ii) to execute
and deliver this Pledge Agreement in order to secure the payment and performance
by the Pledgor of all of the Obligations.
(4) It is a condition precedent to the initial purchase
of the Notes by the initial Holders thereof that the Pledgor shall have granted
the security interest and made the pledge contemplated by this Agreement.
(5) Unless otherwise defined in this Agreement or in the
Indenture, terms defined in Article 8 or 9 of the UCC (as defined below) and/or
in the Federal Book Entry Regulations (as defined below) are used in this
Agreement as such terms are defined in such Article 8 or 9 and/or the Federal
Book Entry Regulations. "UCC" means the Uniform Commercial Code as in effect,
from time to time, in the State of New York; provided that, if perfection or the
effect of perfection or non-perfection or the priority of any security interest
in any Collateral is governed by the Uniform Commercial Code as in effect in a
jurisdiction other than the State of New York, "UCC" means the Uniform
Commercial Code as in effect from time to time in such other jurisdiction for
purposes of the provisions hereof relating to such perfection,
1
{PAGE}
effect of perfection or non-perfection or priority. The term "FEDERAL BOOK ENTRY
REGULATIONS" means (a) the federal regulations contained in Subpart B
("Treasury/Reserve Automated Debt Entry System (TRADES)") governing book-entry
securities consisting of U.S. Treasury bonds, notes and bills and Subpart D
("ADDITIONAL PROVISIONS") of 31 C.F.R. Part 357, 31 C.F.R. Section 357.2,
Section 357.10 through Section 357.14 and Section 357.41 through Section 357.44
and (b) to the extent substantiaLly identical to the federal regulations
referred to in clause (a) above (as in effect from time to time), the federal
regulations governing other book-entry securities.
NOW, THEREFORE, in consideration of the premises and in order
to induce the initial Holders of the Notes to purchase the Notes, the Pledgor
hereby agrees with the Trustee for the ratable benefit of the Holders of the
Notes as follows:
Section 1. Grant of Security. The Pledgor hereby
pledges to the Trustee, for the ratable benefit of the Holders of the Notes, and
hereby grants to the Trustee, for the ratable benefit of the Holders of the
Notes, a security interest in, such Pledgor's right, title and interest in and
to the following, in each case, as to each type of property described below,
whether now owned or hereafter acquired by such Pledgor, wherever located, and
321815
|
OSI Pharma
As referenced in this Collateral Pledge and Security Agreement:
OSI PHARMACEUTICALS, INC – DESCRIPTION}COLLATERAL PLEDGE AND SECURITY AGREEMENT
{TEXT}
{PAGE}
EXHIBIT 4.4
EXECUTION COPY
COLLATERAL PLEDGE AND SECURITY AGREEMENT
Dated September 8, 2003
From
OSI PHARMACEUTICALS, INC .
as Pledgor
to
THE BANK OF NEW YORK
as Trustee
{PAGE}
TABLE OF CONTENTS
{TABLE}
{CAPTION}
SECTION PAGE
{S} {C}
Section 1.
_____________
OSI Pharmaceuticals, Inc – A - Form of Control Agreement
i
{PAGE}
COLLATERAL PLEDGE AND SECURITY AGREEMENT
COLLATERAL PLEDGE AND SECURITY AGREEMENT dated September 8,
2003 made by OSI Pharmaceuticals, Inc ., a Delaware corporation (the "PLEDGOR"),
to The Bank of New York, a New York Banking Corporation, in its capacity as
Trustee (the "
_____________
OSI PHARMACEUTICALS, INC – has caused this Agreement to
be duly executed and delivered by its officer thereunto duly authorized as of
the date first above written.
OSI PHARMACEUTICALS, INC .
By /s/
------------------------------
Title:
THE BANK OF NEW YORK, as Trustee
By /s/
------------------------------
Title:
{PAGE}
SCHEDULE I TO THE
COLLATERAL PLEDGE AND SECURITY
_____________
dt 503482
;
|
BNY
As referenced in this Collateral Pledge and Security Agreement:
BANK OF NEW YORK
– PAGE}
EXHIBIT 4.4
EXECUTION COPY
COLLATERAL PLEDGE AND SECURITY AGREEMENT
Dated September 8, 2003
From
OSI PHARMACEUTICALS, INC.
as Pledgor
to
THE BANK OF NEW YORK
as Trustee
{PAGE}
TABLE OF CONTENTS
{TABLE}
{CAPTION}
SECTION PAGE
{S} {C}
Section 1. Grant of Security........................................................................... 2
Section 2. Security for
_____________
Bank of New York, – SECURITY AGREEMENT
COLLATERAL PLEDGE AND SECURITY AGREEMENT dated September 8,
2003 made by OSI Pharmaceuticals, Inc., a Delaware corporation (the "PLEDGOR"),
to The Bank of New York, a New York Banking Corporation, in its capacity as
Trustee (the "TRUSTEE") for the holders (the "HOLDERS") of the Notes (as defined
_____________
BANK OF NEW YORK, – executed and delivered by its officer thereunto duly authorized as of
the date first above written.
OSI PHARMACEUTICALS, INC.
By /s/
------------------------------
Title:
THE BANK OF NEW YORK, as Trustee
By /s/
------------------------------
Title:
{PAGE}
SCHEDULE I TO THE
COLLATERAL PLEDGE AND SECURITY AGREEMENT
PLEDGED SECURITY ENTITLEMENTS
{TABLE}
{CAPTION}
FACE AMOUNT
_____________
dt 574179
|
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Collateral Pledge and Security Agreement
Collateral Pledge and Security Agreement (84K)
Doc #668239: Click preview link for longer preview.
COLLATERAL PLEDGE
AND SECURITY AGREEMENT
Dated as of October 15, 2003
among
FINISAR CORPORATION
as Pledgor,
U.S. BANK TRUST NATIONAL ASSOCIATION
as Trustee, and
U.S. BANK NATIONAL ASSOCIATION
as Collateral Agent
This Collateral Pledge and Security Agreement . . .
668239
|
A.G. Edwards
As referenced in this Collateral Pledge and Security Agreement:
A.G. Edwards & Sons, Inc – below (in such capacity, the "Collateral Agent")
and securities intermediary.
W I T N E S S E T H:
WHEREAS, the Pledgor and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, A.G. Edwards & Sons, Inc ., CIBC World Markets Corp., Needham &
Company, Inc., RBC Dain Rauscher Inc., SoundView Technology Group Corporation
and Thomas Weisel Partners LLC (collectively, the "Initial Purchasers") are
parties to a Purchase
_____________
dt 1323609
;
CIBC World
As referenced in this Collateral Pledge and Security Agreement:
CIBC World Markets Corp. – Collateral Agent")
and securities intermediary.
W I T N E S S E T H:
WHEREAS, the Pledgor and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, A.G. Edwards & Sons, Inc., CIBC World Markets Corp. , Needham &
Company, Inc., RBC Dain Rauscher Inc., SoundView Technology Group Corporation
and Thomas Weisel Partners LLC (collectively, the "Initial Purchasers") are
parties to a Purchase Agreement dated October 8,
_____________
dt 1353273
;
| |