Common use of WHILE NO EVENT OF DEFAULT Clause in Contracts

WHILE NO EVENT OF DEFAULT. Unless and until (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default specified in Section 9.05 of the Credit Agreement shall occur, no such notice shall be required), each Pledgor shall be entitled to exercise any and all voting and other consensual rights pertaining to the Pledged Securities and to give all 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 or be inconsistent with any of the terms of this Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "Secured Debt Agreements"), or which would have the effect of impairing the position or interests of the Pledgee or any other Secured Creditor, except to the extent such violation, inconsistency or impairment shall be waived in accordance with the terms of Section 20 hereof. All such rights of such Pledgor to vote and to give consents, waivers and ratifications shall cease in case (i) an Event of Default shall occur and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default specified in Section 9.05 of the Credit Agreement shall occur, no such notice shall be required), and Section 7 hereof shall become applicable.

Appears in 1 contract

Sources: Pledge Agreement (McMS Inc)

WHILE NO EVENT OF DEFAULT. Unless and until (i) an a Noticed Event of Default (as hereinafter defined) shall have occurred and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default specified in Section 9.05 of the Credit Agreement shall occur, no such notice shall be required)continuing, each Pledgor shall be entitled to exercise vote any and all voting and other consensual rights pertaining to the Pledged Securities Stock owned by it and to give all consents, waivers or ratifications in respect thereof; provided, provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate or be inconsistent with any of the terms of this Agreement, any other Credit Document or Document, any Interest Rate Protection Agreement or Other Hedging any Additional Senior Debt Agreement (collectively, the "Secured Debt Agreements"), or which would have the effect of impairing the position or interests of the Pledgee or any other Secured Creditor, except to the extent such violation, inconsistency or impairment shall be waived in accordance with the terms of Section 20 hereof. All such rights of such each Pledgor to vote and to give consents, waivers and ratifications shall cease in case (i) an a Noticed Event of Default shall occur and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default specified in Section 9.05 of the Credit Agreement shall occur, no such notice shall be required)continuing, and Section 7 hereof shall become applicable. A “Noticed Event of Default” shall mean (A) at all times prior to the date on which the Credit Agreement and all Letters of Credit have been terminated and there remain outstanding no Credit Agreement Obligations (such date the “Credit Agreement Termination Date”), (i) an Event of Default in respect of the Company under Section 10.05 of the Credit Agreement and (ii) any other Event of Default under the Credit Agreement in respect of which the Administrative Agent has given the Company written notice that such Event of Default constitutes a Noticed Event of Default and (B) at all times after the date all of the Obligations of the Credit Parties under the Credit Documents have been indefeasibly paid in full in cash (the “Credit Agreement Termination Date”) (i) the commencement of any bankruptcy, insolvency or similar proceeding with respect to the Pledgor and (ii) (x) in the event any obligations other than Public Obligations (as defined below) are then outstanding, any other Event of Default under the documentation governing any such obligations in respect of which any Secured Creditor holding such Obligations (or, in the event an agent or other representative of the holders of such Obligations shall have been appointed, such representative) has given the Company written notice that such Event of Default constitutes a Noticed Event of Default or (y) in the event that any Additional Senior Debt Obligations with respect to other securities registered under the Securities Act of 1933, as amended (such obligations, “Public Obligations”), any Event of Default under the documentation governing such other Public Obligations in respect of which the representative appointed in connection with such Public Obligations has given the Pledgor written notice that such a Noticed Event of Default constitutes an Event of Default.

Appears in 1 contract

Sources: Pledge Agreement (Primedia Inc)

WHILE NO EVENT OF DEFAULT. Unless and until (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default specified in Section 9.05 of the Credit Agreement shall occur, no such notice shall be required)continuing, each Pledgor shall be entitled to (i) exercise any and all voting and other consensual rights pertaining to the Pledged Securities Collateral and to give all consents, waivers or ratifications in respect thereof; and (ii) exercise any and all voting, consent, administration, management and other rights and remedies under (x) any limited liability company agreement or operating agreement or otherwise with respect to the Pledged Limited Liability Interests of such Pledgor and (y) any partnership agreement or otherwise with respect to the Pledged Partnership Interests of such Pledgor; provided, that that, in each case, no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate or be inconsistent with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or Document, any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "Secured Debt Agreements"), or which would have the effect of impairing the position value of the Collateral or interests any part thereof or the position, interests, rights, priorities or remedies of the Pledgee or any other Secured Creditor, except to Creditor in the extent such violation, inconsistency Collateral or impairment shall be waived in accordance with the terms of Section 20 hereofunder any Secured Debt Agreement. All such rights of such Pledgor to vote and to give consents, waivers and ratifications shall cease in case (i) an Event of Default shall occur and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default specified has occurred and is continuing and the Collateral Agent has thereafter provided notice to the Borrower that such rights are suspended (provided that if any Default or Event of Default of the type described in Section 9.05 10.05 of the Credit Agreement shall occur, no such notice shall be requiredrequired to give effect to this sentence), and Section 7 hereof shall become applicable.

Appears in 1 contract

Sources: Credit Agreement (Flowers Foods Inc)

WHILE NO EVENT OF DEFAULT. Unless and until (i) an Event of Default there shall have occurred and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default specified in and the Pledgee has exercised any of its remedies under Section 9.05 of 7(d) hereof (or has given notice to the Credit Agreement shall occurPledgor that it intends to exercise such remedies, although no such notice shall be requiredrequired and the Pledgee shall be entitled to exercise such remedies immediately upon the occurrence of a bankruptcy or insolvency Event of Default of the type described in either Credit Agreement in respect of the Pledgor), each the Pledgor shall be entitled to exercise any and all voting and other consensual rights and powers pertaining to the Pledged Securities owned by it, and to give all consents, waivers or ratifications in respect thereof; provided, provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate or be inconsistent with any of the terms of this Agreement, the Credit Agreements, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "Secured Debt Agreements"), or which would have the effect of impairing the value of the Collateral or any part thereof or the position or interests of the Pledgee or any other Secured Creditor, except to in the extent such violation, inconsistency or impairment shall be waived in accordance with the terms of Section 20 hereofCollateral. All such rights of such the Pledgor to vote and to give consents, waivers and ratifications shall cease in case (i) an Event of Default shall occur has occurred and be continuing is continuing, and (ii) written notice thereof has been given by the Pledgee has exercised any of its remedies under Section 7(d) hereof (or has given notice to the relevant Pledgor (provided that if an Event of Default specified in Section 9.05 of the Credit Agreement shall occurit intends to exercise such remedies, although no such notice shall be requiredrequired and the Pledgee shall be entitled to exercise such remedies immediately upon the occurrence of a bankruptcy or insolvency Event of Default of the type described in either Credit Agreement in respect of the Pledgor), and Section 7 hereof shall become applicable.

Appears in 1 contract

Sources: Term Loan Agreement (Sky Chefs Argentine Inc)