Common use of Rights of the Agent Clause in Contracts

Rights of the Agent. (a) If an Event of Default shall occur and be continuing and the Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Agent shall have the right to receive any and all cash dividends, distributions or other payments paid in respect of the Collateral and make application thereof to the Secured Obligations, in the manner set forth in the Credit Agreement and (ii) if applicable, all of the Collateral shall be registered in the name of the Agent or its nominee, and the Agent or its nominee may thereafter exercise (A) all voting, corporate and other rights pertaining to such Collateral at any meeting of shareholders of the applicable Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such Collateral as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Collateral upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the corporate structure of the applicable Issuer or upon the exercise by the Pledgor or the Agent of any right, privilege or option pertaining to such Collateral, and in connection therewith, the right to deposit and deliver any and all of the Collateral with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Agent. (a) If an Event of Default shall occur and be continuing and the Agent shall give notice of its intent to exercise such its rights hereunder to the Pledgor, (i) the Agent shall have the right to receive any and all cash dividends, distributions or other payments paid in respect of the Collateral Pledged Stock and make application thereof to the Secured ObligationsObligations in such order as the Agent may determine, in the manner set forth in the Credit Agreement and (ii) if applicableall Pledged Stock shall, all at the request of the Collateral shall Agent, be registered in the name of the Agent or its nominee, and the Agent Agent, or its nominee may thereafter exercise (A) all voting, corporate shareholder and other rights pertaining to such Collateral the Pledged Stock at any meeting of shareholders of the applicable any Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such Collateral the Pledged Stock as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Collateral Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the corporate structure of the applicable Issuer any Issuer, or upon the exercise by the Pledgor or the Agent of any right, privilege or option pertaining to such Collateralthe Pledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Collateral Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by itit and except for its gross negligence or willful misconduct, but the Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Agent. (a) If Any or all shares of the Pledged Interests held by the Agent hereunder may, if an Event of Default shall occur has occurred and be continuing and the Agent shall give notice of its intent to exercise such rights to the Pledgoris continuing, (i) the Agent shall have the right to receive any and all cash dividendswithout notice, distributions or other payments paid in respect of the Collateral and make application thereof to the Secured Obligations, in the manner set forth in the Credit Agreement and (ii) if applicable, all of the Collateral shall be registered in the name of the Agent as agent for the benefit of the Secured Parties, or its nomineetheir nominee or trustee, and the Agent or its such nominee or trustee may thereafter exercise (A) all voting, corporate and other rights pertaining to such Collateral at any meeting of shareholders of the applicable Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and or any other rights, privileges or options pertaining to such Collateral any shares of the Pledged Interests as if it were the absolute owner thereof (includingthereof, including without limitation, the right to exchange at its discretion any and all of the Collateral Pledged Interests upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the corporate structure readjustment of the applicable Issuer any Company or upon the exercise by the Pledgor or the Agent any Company of any right, privilege or option pertaining to such Collateralany Pledged Interests, and in connection therewith, the right to deposit and deliver any and all of the Collateral Pledged Interests with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Agent or such aforesaid nominee or trustee shall have no duty to the Pledgor to exercise any such rightof the aforesaid rights, privilege privileges or option options and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Agent. (a) If Any or all shares of the Pledged Stock ------------------- held by the Agent hereunder may, if an Event of Default shall occur has occurred and be continuing and the Agent shall give notice of its intent to exercise such rights to the Pledgoris continuing, (i) the Agent shall have the right to receive any and all cash dividendswithout notice, distributions or other payments paid in respect of the Collateral and make application thereof to the Secured Obligations, in the manner set forth in the Credit Agreement and (ii) if applicable, all of the Collateral shall be registered in the name of the Agent as agent for and for the benefit of the Banks, or its nomineetheir nominee or trustee, and the Agent or its such nominee or trustee may thereafter exercise (A) all voting, corporate and other rights pertaining to such Collateral at any meeting of shareholders of the applicable Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and or any other rights, privileges or options pertaining to such Collateral any shares of the Pledged Stock as if it were the absolute owner thereof (includingthereof, including without limitation, the right to exchange at its discretion any and all of the Collateral Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the corporate structure readjustment of the applicable Issuer issuer thereof or upon the exercise by the Pledgor or the Agent issuer thereof of any right, privilege or option pertaining to such Collateralany shares of the Pledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Collateral Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Agent or such aforesaid nominee or trustee shall have no duty to the Pledgor to exercise any such rightof the aforesaid rights, privilege privileges or option options and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Agent. (a) If an Event of Default shall occur and be continuing and the Agent shall give ten (10) Business Days prior written notice of its intent to exercise such rights to the Pledgor, (i) the Agent shall have the right to receive any and all cash dividends, dividends and distributions or other payments paid in respect of the Collateral and make application thereof to the Secured Obligations, Obligations in the manner order set forth in the Credit Agreement and (ii) if applicable, all shares of the Collateral Pledged Stock shall be registered in the name of the Agent or its nominee, and the Agent or its nominee may thereafter exercise (A) all voting, corporate and other rights pertaining to such Collateral shares of the Pledged Stock at any meeting of shareholders of the applicable each Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such Collateral shares of the Pledged Stock as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Collateral Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the corporate structure of the applicable Issuer any Issuer, or upon the exercise by the Pledgor or the Agent of any right, privilege or option pertaining to such Collateralshares of the Pledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Collateral Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.