Common use of Pledged Securities Clause in Contracts

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given notice to the relevant Grantor of the Collateral Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 5 contracts

Samples: Pledge and Security Agreement (APi Group Corp), Pledge and Security Agreement (Element Solutions Inc), Pledge and Security Agreement (Platform Specialty Products Corp)

AutoNDA by SimpleDocs

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Securities and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 4 contracts

Samples: Guaranty and Collateral Agreement (Rex Energy Corp), Guaranty and Second Lien Collateral Agreement (Rex Energy Corp), Guaranty and Collateral Agreement (ABC Funding, Inc)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged SecuritiesSecurities not inconsistent with the purposes of this Agreement; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would materially impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 3 contracts

Samples: Credit Agreement (Rent a Center Inc De), Guarantee and Collateral Agreement (Rent a Center Inc De), Guarantee and Collateral Agreement (Rent a Center Inc De)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given substantially concurrent notice to the relevant Grantor of the Collateral Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the aggregate value of the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement, Guarantee and Collateral Agreement (AAC Holdings, Inc.), Credit Agreement (AAC Holdings, Inc.)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor or Holdings of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor and Holdings shall be permitted to receive all cash dividends or distributions (except for dividends or distributions of additional equity interests) paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the Collateral or which would be materially inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Maxxam Inc), Guarantee and Collateral Agreement (Maxxam Inc)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor or Holdings of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor and Holdings shall be permitted to receive all cash dividends or distributions (except for dividends or distributions of additional equity interests) paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the Collateral or which would be materially inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Maxxam Inc), Guarantee and Collateral Agreement (Maxxam Inc)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b5.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Stock and all payments made in the ordinary course in respect of the Pledged Notes, Notes and all distributions in each case paid in the normal course of business respect of the relevant Issuer Pledge Partnership Interests and consistent with past practicePledged LLC Interests, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s 's reasonable judgment, would materially impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 2 contracts

Samples: Credit Agreement (Bear Island Finance Co Ii), Credit Agreement (Bear Island Finance Co Ii)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged SecuritiesSecurities not inconsistent with the purposes of this Agreement; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s 's reasonable judgment, would materially impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Rent a Center Inc De), Guarantee and Collateral Agreement (Rent a Center Inc De)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.4(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Stock and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practiceIssuer, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other ownership rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s 's reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 2 contracts

Samples: Control Agreement (Wynn Las Vegas LLC), Control Agreement (Wynn Resorts LTD)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given notice to the relevant Grantor of the Collateral Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast such Grantor will not exercise or corporate will refrain from exercising any such voting and other consensual right pertaining to the Pledged Equity Interests, if such action would have a material adverse effect on the value of any Pledged Equity Interests or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Alpha Natural Resources, Inc.)

Pledged Securities. (a) Unless an a Default or Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.2(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Stock and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practicepractice of the relevant Issuer, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken whichthat, in the Collateral Administrative Agent’s reasonable judgment, would impair the Collateral or which that would be inconsistent with or result in any violation of any provision of Default under the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guaranty and Collateral Agreement (Regal Entertainment Group)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Securities and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, which would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guaranty and Collateral Agreement (Petro Resources Corp)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given three (3) Business Days prior notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, which would materially impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (EveryWare Global, Inc.)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given notice to the relevant Grantor of the Collateral Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Securities and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Secured Document.

Appears in 1 contract

Samples: Guaranty and Collateral Agreement (Rex Energy Corp)

Pledged Securities. (a) Unless the automatic stay imposed by section 362 of the Bankruptcy Code is vacated as provided in the Financing Orders and the Credit Agreement following the occurrence and during the continuance of an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given written notice to the relevant Grantor of the Collateral Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, Notes and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, provided however that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would which could reasonably be expected to impair the Collateral or which would be inconsistent with or result in any violation of any provision of this Agreement, [the Financing Orders,] the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Possession Credit Agreement (Rotech Healthcare Inc)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Intellectual Property Security Agreement (Waste Services, Inc.)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given notice to the relevant Grantor U.S. Borrower of the Collateral Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b9(b), each Grantor the U.S. Borrower shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case Securities whether or not paid in the normal course of business of the relevant Issuer and whether or not consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (International Multifoods Corp)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and or consistent with past practice, to the extent permitted in the Second Lien Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Second Lien Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Patent Security Agreement (Edgen Murray LTD)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Capital Stock and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s 's reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (General Nutrition Companies Inc)

AutoNDA by SimpleDocs

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Securities and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Term Loan Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Term Loan Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Assumption Agreement (ABC Funding, Inc)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Securities and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted not prohibited in the Credit Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guaranty and Collateral Agreement (Northern Oil & Gas, Inc.)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Securities and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Term Loan Agreement, and to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, which would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Term Loan Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Second Lien Guaranty and Collateral Agreement (Petro Resources Corp)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given written notice to the relevant Grantor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Capital Stock and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practiceIssuer, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate or other ownership rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (General Nutrition International Inc)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Agent Trustee shall have given notice to the relevant Grantor of the Collateral AgentTrustee’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.03(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Securities and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit AgreementIndenture, and to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral AgentTrustee’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit AgreementIndenture, this Agreement or any other Loan Note Document.

Appears in 1 contract

Samples: Collateral Agreement (Rex Energy Corp)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor Pledgor of the Collateral Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b5.l(b), each Grantor the Pledgor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Stock and all payments made in respect of the Pledged NotesDebt, in each case paid in the normal course of business of the relevant Issuer US Borrower and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s reasonable judgment, would impair the Pledged Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Direct Parent Stock Pledge Agreement (Vanguard Car Rental Group Inc.)

Pledged Securities. (a) Neither the Borrower nor any Grantor shall be permitted to receive any cash dividends paid in respect of the Pledged Securities except as may be permitted by the Credit Agreement or any payments made in respect of the Pledged Notes. Unless an Event of Default shall have occurred and be continuing and the Collateral Agent Secured Party shall have given notice to the Borrower or the relevant Grantor of the Collateral AgentSecured Party’s intent to exercise its corresponding rights pursuant to Section 5.03(b)0, then the Borrower and each Grantor shall be permitted to receive all cash dividends paid in respect of have the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and right to exercise all voting and corporate or other organizational rights with respect to the Pledged SecuritiesInvestment Property; provided, however, that no vote shall be cast or corporate or other ownership organizational right exercised or other action taken which, in the Collateral AgentSecured Party’s commercially reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Hydrocarb Energy Corp)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Stock and all payments made in respect of the Pledged NotesDebt Securities, in each case paid in the normal course of business of the relevant Issuer and consistent with past practiceIssuer, to the extent permitted in the LIN Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; providedPROVIDED, howeverHOWEVER, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s 's reasonable judgment, judgment would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the LIN Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Lin Television Corp)

Pledged Securities. (a) Unless an a Default or Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.2(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Stock and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practicepractice of the relevant Issuer, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken whichthat, in the Collateral Administrative Agent’s 's reasonable judgment, would impair the Collateral or which that would be inconsistent with or result in any violation of any provision of Default under the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Guaranty and Collateral Agreement (Regal Entertainment Group)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Agent shall have given notice to the relevant Grantor of the Collateral Agent’s intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Agent’s reasonable judgment, would impair the Pledged Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.. Exhibit E

Appears in 1 contract

Samples: Credit Agreement (Affirmative Insurance Holdings Inc)

Pledged Securities. (a) Unless an Event of Default shall have occurred and be continuing and the Collateral Administrative Agent shall have given notice to the relevant Grantor of the Collateral Administrative Agent’s 's intent to exercise its corresponding rights pursuant to Section 5.03(b6.3(b), each Grantor shall be permitted to receive all cash dividends paid in respect of the Pledged Equity Interests Stock and all payments made in respect of the Pledged Notes, in each case paid in the normal course of business of the relevant Issuer and consistent with past practice, to the extent permitted in the Credit Agreement, and to exercise all voting and corporate rights with respect to the Pledged Securities; provided, however, that no vote shall be cast or corporate or other ownership right exercised or other action taken which, in the Collateral Administrative Agent’s 's reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Agreement or any other Loan Document.

Appears in 1 contract

Samples: Security Agreement (Corrections Corp of America)

Time is Money Join Law Insider Premium to draft better contracts faster.