Common use of After all Events of Default have been cured or waived and the Clause in Contracts

After all Events of Default have been cured or waived and the. Borrower has delivered to the Collateral Agent a certificate to that effect, the Collateral Agent shall promptly repay to each Pledgor (without interest) all dividends, interest, principal or other distributions that such Pledgor would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.05 and that remain in such account. (c) Upon the occurrence and during the continuance of an Event of Default and after notice by the Collateral Agent to the Borrower of the Collateral Agent’s intention to exercise its rights hereunder, all rights of any Pledgor to exercise the voting and/or consensual rights and powers it is entitled to exercise pursuant to paragraph (a)(i) of this Section 3.05, and the obligations of the Collateral Agent under paragraph (a)(ii) of this Section 3.05, shall cease, and all such rights shall thereupon become vested in the Collateral Agent, for the ratable benefit of the Secured Parties, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement); provided, that, unless otherwise directed by the Required Lenders, the Collateral Agent shall have the right from time to time following and during the continuance of an Event of Default (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement) to permit the Pledgors to exercise such rights. After all Events of Default have been cured or waived and the Borrower has delivered to the Collateral Agent a certificate to that effect, each Pledgor shall have the right to exercise the voting and/or consensual rights and powers that such Pledgor would otherwise be entitled to exercise pursuant to the terms of paragraph (a)(i) above.

Appears in 2 contracts

Samples: Credit Agreement (Affinion Group, Inc.), Guarantee and Collateral Agreement (Affinion Group, Inc.)

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After all Events of Default have been cured or waived and the. Borrower has delivered to the Collateral Administrative Agent a certificate of an Authorized Officer of the Borrower to that effect, the Collateral Administrative Agent shall promptly repay to each Pledgor Grantor (without interest) all dividends, interest, principal or other distributions that such Pledgor Grantor would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.05 3.06 and that remain in such account. (c) Upon the occurrence and during the continuance of an Event of Default and Default, after notice by the Collateral Administrative Agent to shall have notified the Borrower Grantors of the Collateral Agent’s intention to exercise its suspension of their rights hereunderunder paragraph (a)(i) of this Section 3.06, then all rights of any Pledgor Grantor to exercise the voting and/or and consensual rights and powers it is entitled to exercise pursuant to paragraph (a)(i) of this Section 3.053.06, and the obligations of the Collateral Administrative Agent under paragraph (a)(ii) of this Section 3.053.06, shall cease, and all such rights shall thereupon become vested in the Collateral Administrative Agent, for the ratable benefit of the Secured Parties, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement); providedpowers, provided that, unless otherwise directed by the Required Lenders, the Collateral Administrative Agent shall have the right from time to time following and during the continuance of an Event of Default (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement) to permit the Pledgors Grantors to exercise such rights. After all Events of Default have been cured or waived and the Borrower has delivered to the Collateral Administrative Agent a certificate of an Authorized Officer of the Borrower to that effect, each Pledgor all rights vested in the Administrative Agent pursuant to this paragraph (c) shall cease, and the Grantors shall have the exclusive right to exercise the voting and/or and consensual rights and powers that such Pledgor they would otherwise be entitled to exercise pursuant to the terms of paragraph (a)(i) aboveof this Section 3.06. (d) Any notice given by the Administrative Agent to the Grantors suspending their rights under paragraph (a) of this Section 3.06 (i) may be given by telephone if promptly confirmed in writing, (ii) may be given with respect to one or more of the Grantors at the same or different times and (iii) may suspend the rights of the Grantors under paragraph (a)(i) or paragraph (a)(iii) in part without suspending all such rights (as specified by the Administrative Agent in its sole and absolute discretion) and without waiving or otherwise affecting the Administrative Agent’s right to give additional notices from time to time suspending other rights so long as an Event of Default has occurred and is continuing.

Appears in 1 contract

Samples: Credit Agreement (Costar Group Inc)

After all Events of Default have been cured or waived and the. Borrower has Borrowers have delivered to the Collateral Agent a certificate to that effect, the Collateral Agent shall promptly repay to each Pledgor Grantor (without interest) all dividends, interest, principal or other distributions that such Pledgor Grantor would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.05 3.06 and that remain in such account. (c) Upon the occurrence and during the continuance of an Event of Default and after notice by the Collateral Agent to the Borrower of the Collateral Agent’s intention to exercise its rights hereunderDefault, all rights of any Pledgor Grantor to exercise the voting and/or and consensual rights and powers it is entitled to exercise pursuant to paragraph (a)(i) of this Section 3.053.06, and the obligations of the Collateral Agent under paragraph (a)(ii) of this Section 3.053.06, shall cease, and all such rights shall thereupon become vested in the Collateral Agent, for the ratable benefit of the Secured Parties, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement)powers; provided, provided that, unless otherwise directed by the Required Lenders, the Collateral Agent shall have the right right, from time to time following and during the continuance of an Event of Default (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement) to permit the Pledgors Grantors to exercise such rights. After all Events of Default have been cured or waived and the Borrower has Borrowers have delivered to the Collateral Agent a certificate to that effect, each Pledgor shall Grantor will have the right to exercise the voting and/or and consensual rights and powers that such Pledgor Grantor would otherwise be entitled to exercise pursuant to the terms of paragraph (a)(i) above.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Dennys Corp)

After all Events of Default have been cured or waived and the. Borrower has delivered to the Collateral Agent a certificate to that effect, the Collateral Agent shall shall, promptly repay to each Pledgor the Grantor (without interest) all dividends, interest, principal or other distributions that such Pledgor the Grantor would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.05 2.06 and that remain in such account. (c) Upon the occurrence and during the continuance of an Event of Default and Default, after notice by the Collateral Agent to shall have notified the Borrower Grantor of the Collateral Agent’s intention to exercise suspension of its rights hereunder, under this Section 3.06 all rights of any Pledgor the Grantor to exercise the voting and/or and consensual rights and powers it is entitled to exercise pursuant to paragraph (a)(i) of this Section 3.052.06, and the obligations of the Collateral Agent under paragraph (a)(ii) of this Section 3.052.06, shall cease, and all such rights shall thereupon become vested in the Collateral Agent, for the ratable benefit of the Secured Parties, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement)powers; provided, provided that, unless otherwise directed by the Required Lenders, the Collateral Agent shall have the right from time to time following and during the continuance of an Event of Default (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement) to permit the Pledgors Grantor to exercise such rights. After all Events of Default have been cured or waived and the Borrower has delivered to the Collateral Agent a certificate to that effect, each Pledgor shall the Grantor will have the right to exercise the voting and/or and consensual rights and powers that such Pledgor the Grantor would otherwise be entitled to exercise pursuant to the terms of paragraph (a)(i) above.

Appears in 1 contract

Samples: Shared Collateral Agreement (Hawaiian Telcom Communications, Inc.)

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After all Events of Default have been cured or waived and the. Borrower has delivered to the Collateral Agent a certificate to that effect, the Collateral Agent shall promptly repay to each Pledgor the Guarantor (without interest) all dividends, interest, principal dividends or other distributions that such Pledgor the Guarantor would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.05 and that remain in such account. (c) Upon the occurrence and during the continuance of an Event of Default and after notice by the Collateral Agent to the Borrower of the Collateral Agent’s intention to exercise its rights hereunder, all rights of any Pledgor the Guarantor to exercise the voting and/or consensual rights and powers it is entitled to exercise pursuant to paragraph (a)(i) of this Section 3.05, and the obligations of the Collateral Agent under paragraph (a)(ii) of this Section 3.05, shall cease, and all such rights shall thereupon become vested in the Collateral Agent, for the ratable benefit of the Secured Parties, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers (other than any Event of Default under Section 7.01(hSection 7.01 (h) or (i) of the Credit Agreement); provided, that, unless otherwise directed by the Required Lenders, the Collateral Agent shall have the right from time to time following and during the continuance of an Event of Default (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement) to permit the Pledgors Guarantor to exercise such rights. After all Events of Default have been cured or waived and the Borrower has delivered to the Collateral Agent a certificate to that effect, each Pledgor the Guarantor shall have the right to exercise the voting and/or consensual rights and powers that such Pledgor the Guarantor would otherwise be entitled to exercise pursuant to the terms of paragraph (a)(i) above.

Appears in 1 contract

Samples: Credit Agreement (Affinion Group, Inc.)

After all Events of Default have been cured or waived and the. Borrower has delivered to the Collateral Agent a certificate to that effect, the Collateral Agent shall promptly repay to each Pledgor the Parent (without interest) all dividends, interest, principal dividends or other distributions that such Pledgor the Parent would otherwise be permitted to retain pursuant to the terms of paragraph (a)(iii) of this Section 3.05 2.05 and that remain in such account. (c) Upon the occurrence and during the continuance of an Event of Default and after notice by the Collateral Agent to the Borrower of the Collateral Agent’s intention to exercise its rights hereunderDefault, all rights of any Pledgor the Parent to exercise the voting and/or and consensual rights and powers it is entitled to exercise pursuant to paragraph (a)(i) of this Section 3.052.05, and the obligations of the Collateral Agent under paragraph (a)(ii) of this Section 3.052.05, shall cease, and all such rights shall thereupon become vested in the Collateral Agent, for the ratable benefit of the Secured Parties, which shall have the sole and exclusive right and authority to exercise such voting and consensual rights and powers (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement)powers; provided, provided that, unless otherwise directed by the Required Lenders, the Collateral Agent shall have the right from time to time following and during the continuance of an Event of Default (other than any Event of Default under Section 7.01(h) or (i) of the Credit Agreement) to permit the Pledgors Parent to exercise such rights. After all Events of Default have been cured or waived and the Borrower has delivered to the Collateral Agent a certificate to that effect, each Pledgor shall the Parent will have the right to exercise the voting and/or and consensual rights and powers that such Pledgor the Parent would otherwise be entitled to exercise pursuant to the terms of paragraph (a)(i) above.

Appears in 1 contract

Samples: Pledge Agreement (R H Donnelley Corp)

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