Prior to an Event of Default. Unless and until an Event of Default shall have occurred and be continuing, each Pledgor shall be entitled to exercise all voting rights attaching to any and all Pledged Equity Interests owned by it, and to give consents, waivers or ratifications in respect thereof, provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in a breach of any covenant contained in, or be materially inconsistent with, any of the terms of this Agreement, the Secured Note Agreement or any other Secured Note Document or that would have the effect of materially impairing the value of the Collateral or any part thereof or the position or interests of the Pledgee therein. All such rights of a Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default shall occur and be continuing and Section 9 hereof shall become applicable; provided that, the Pledgee shall have the right from time to time during the continuance of an Event of Default to permit such Pledgor to exercise such rights. After all Events of Default have been cured or waived, each Pledgor will have the right to exercise the voting and consensual rights and powers that it would otherwise be entitled to exercise pursuant to the terms of this Section 4.
Prior to an Event of Default. Unless and until an Event of Default has occurred and is continuing:
Prior to an Event of Default. Prior to an Event of Default, all payments made hereunder shall be applied by the applicable Administrative Agent as directed by the applicable Borrower, but subject to the terms of this Agreement, including the application of prepayments according to Section 2.5 and Section 2.12.
Prior to an Event of Default. Beneficiary shall have the right to collect and retain the Rents as they become due and payable, so long as no Event of Default, as defined in Section 6.1, shall exist and be continuing. If an Event of Default has occurred and is continuing, the assignment of Leases and Rents to Beneficiary shall become absolute as provided in La. R.S. § 9:4401.
Prior to an Event of Default. Except as provided in (b) below, Price Differential on all Open Transactions shall be determined by applying to the Purchase Price of all Purchased Mortgage Loans under such Open Transaction an annual rate equal to [***] plus the one-month LIBOR rate quoted by Buyer from Reuters Screen LIBOR01 or any successor thereto, which shall be that one-month LIBOR rate in effect and reset each Business Day, adjusted for any reserve requirement and any subsequent costs arising from a change in government regulation, such rate rounded up to the nearest one-sixteenth percent. Notwithstanding the foregoing, if the LIBOR rate shall at any time be less than 0%, it shall be deemed for purposes of this Agreement to equal 0%, and the Pricing Rate and Price Differential shall be calculated based on a LIBOR rate of 0% plus the interest rate margin set forth above. Buyer’s internal records of applicable Price Differential shall be determinative in the absence of manifest error.
Prior to an Event of Default. Except as provided in (b) below, Price Differential on all Open Transactions shall be determined by applying to the Purchase Price of all Purchased Mortgage Loans under such Open Transaction an annual rate equal to [***] plus the greater of (i) zero percent (0%), or (ii) the one-month LIBOR rate quoted by Buyer from Reuters Screen LIBOR01 or any successor thereto which may be designated by the Buyer as provided below, which shall be that one-month LIBOR rate in effect and reset each Business Day, adjusted for any reserve requirement and any subsequent costs arising from a change in government regulation, such rate rounded up to the nearest one-sixteenth percent (the index rate under this subsection (ii) is called the ‘LIBOR Rate’). If the Buyer has determined that (a) the index or sources on which the LIBOR Rate is based (‘LIBOR’) are no longer available, either because (i) LIBOR is not being quoted or published, (ii) any relevant agency or authority has announced that LIBOR will no longer be published or is no longer representative, or (iii) any similar circumstance exists such that LIBOR has become unavailable or ceased to exist, or (b) similar loans are being documented with a replacement rate to LIBOR, the Buyer may, in its discretion, replace LIBOR with a replacement rate (which may include a successor index and a spread adjustment to the rate of Price Differential), taking into consideration any selection or recommendation of a replacement rate by any relevant agency or authority and evolving or prevailing market conventions. In connection with the selection and implementation of any such replacement rate, the Buyer may make any technical, administrative or operational changes that the Buyer decides may be appropriate to reflect the adoption and implementation of such replacement rate. the Buyer does not warrant or accept any responsibility for the administration or submission of, or any other matter related to, LIBOR or with respect to any alternative or successor rate thereto, or replacement rate thereof, including without limitation whether any such alternative, successor or replacement rate will have the same value as, or be economically equivalent to, LIBOR. The Buyer’s internal records of applicable Price Differential shall be determinative in the absence of manifest error.”
Prior to an Event of Default. (a) Unless and until there shall have occurred and be continuing an Event of Default and the Administrative Agent shall have notified the Grantor of the exercise of its rights under this Clause 7, the Grantor shall be entitled to exercise all voting and other rights in relation to the Shares.
Prior to an Event of Default. Until Paragraph 1.2 applies:
Prior to an Event of Default. Until an Event of Default has occurred and is continuing unremedied and unwaived, the Chargor will be entitled to retain, exercise and deal with the Derivative Rights as it, in its absolute discretion, thinks fit (provided that it will not do or permit to suffer to be done anything which in any way may materially depreciate, jeopardise or prejudice the value of the security, and the French Administrative Agent shall:
Prior to an Event of Default. (a) Unless an Event of Default has occurred and is then continuing, Debtor shall be entitled to exercise any and all voting and/or consensual rights and powers relating or pertaining to the Pledged Interest or any part thereof for any purpose.
