Common use of Dividend and Distribution Rights in Respect of Subsidiary Shares Clause in Contracts

Dividend and Distribution Rights in Respect of Subsidiary Shares. Upon the occurrence and during the continuation of an Event of Default and following written notice by Agent to Borrowing Agent: (a) all rights of a Credit Party to receive the dividends, distributions and interest payments shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold such dividends, distributions and interest payments; provided, however, that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); and (b) all dividends, distributions and interest payments which are received by a Credit Party contrary to the provisions of clause (a) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit Party, and shall be forthwith paid over to Agent as Collateral in the exact form received, to be held by Agent as Collateral and as further collateral security for the Obligations.

Dividend and Distribution Rights in Respect of Subsidiary Shares. Upon the occurrence and during the continuation of an Event of Default and following written notice by Agent to Borrowing Agent: (a) all rights of a Credit Party to receive the dividends, distributions and interest payments shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold such dividends, distributions and interest payments; provided, however, that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); and (b) all dividends, distributions and interest payments which are received by a Credit Party contrary to the provisions of clause (a) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit Party, and shall be forthwith paid over to Agent as Collateral in the exact form received, to be held by Agent as Collateral and as further collateral security for the Obligations.

Dividend and Distribution Rights in Respect of Subsidiary Shares. (a) So long as no Event of Default shall have occurred and be continuing, each Borrower may receive and retain any and all dividends (other than stock or ownership interest dividends and other dividends constituting Subsidiary Stock which are addressed herein), distributions or interest paid in respect of the Subsidiary Stock to the extent they are allowed under this Agreement. (b) Upon the occurrence and during the continuation of an Event of Default and following written notice by Agent to Borrowing AgentDefault: (aA) all rights of a Credit Party Borrower to receive the dividends, distributions and interest payments which it would otherwise be authorized to receive and retain pursuant to paragraph (a) of this Section shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold as Subsidiary Stock such dividends, distributions and interest payments; provided, however, that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); and (bB) all dividends, distributions and interest payments which are received by a Credit Party Borrower contrary to the provisions of clause (aA) of this paragraph (b) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit PartyBorrower, and shall be forthwith paid over to Agent as Collateral Subsidiary Stock in the exact form received, to be held by Agent as Collateral Subsidiary Stock and as further collateral security for the Obligations.

Dividend and Distribution Rights in Respect of Subsidiary Shares. Upon Subject to the Intercreditor Agreements, upon the occurrence and during the continuation of an Event of Default and following written notice by Agent to Borrowing Agent: (a) all rights of a Credit Party to receive the dividends, distributions and interest payments shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold such dividends, distributions and interest payments; provided, however, that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); and (b) all dividends, distributions and interest payments which are received by a Credit Party contrary to the provisions of clause (a) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit Party, and shall be forthwith paid over to Agent as Collateral in the exact form received, to be held by Agent as Collateral and as further collateral security for the Obligations.

Dividend and Distribution Rights in Respect of Subsidiary Shares. Upon the occurrence and during the continuation of an Event of Default and following written notice by Agent to Borrowing Agent: (a) all rights of a Credit Party to receive the dividends, distributions and interest payments shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold such dividends, distributions and interest payments; payments; provided, however, that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); endorsement); and (b) all dividends, distributions and interest payments which are received by a Credit Party contrary to the provisions of clause (a) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit Party, and shall be forthwith paid over to Agent as Collateral in the exact form received, to be held by Agent as Collateral and as further collateral security for the Obligations.

Dividend and Distribution Rights in Respect of Subsidiary Shares. (a) So long as no Event of Default shall have occurred and be continuing, Borrower may receive and retain any and all dividends (other than stock or ownership interest dividends and other dividends constituting Subsidiary Stock which are addressed herein), distributions or interest paid in respect of the Subsidiary Stock to the extent they are allowed under this Agreement. (b) Upon the occurrence and during the continuation of an Event of Default and following written notice by Agent to Borrowing AgentDefault: (aA) all rights of a Credit Party Borrower to receive the dividends, distributions and interest payments which it would otherwise be authorized to receive and retain pursuant to paragraph (a) of this Section shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold as Subsidiary Stock such dividends, distributions and interest payments; provided, however, that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); and (bB) all dividends, distributions and interest payments which are received by a Credit Party Borrower contrary to the provisions of clause (aA) of this paragraph (b) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit PartyBorrower, and shall be forthwith paid over to Agent as Collateral Subsidiary Stock in the exact form received, to be held by Agent as Collateral Subsidiary Stock and as further collateral security for the Obligations.

Dividend and Distribution Rights in Respect of Subsidiary Shares. Upon the occurrence and during the continuation of an Event of Default Default, subject to any applicable order of the Bankruptcy Court, and following written notice by Agent to Borrowing Agent: (a) all rights of a Credit Party to receive the dividends, distributions and interest payments shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold such dividends, distributions and interest payments; provided, however, however that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); and (b) all dividends, distributions and interest payments which are received by a Credit Party contrary to the provisions of clause (a) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit Party, and shall be forthwith paid over to Agent as Collateral in the exact form received, to be held by Agent as Collateral and as further collateral security for the Obligations.

Dividend and Distribution Rights in Respect of Subsidiary Shares. Upon Subject to the ABL/Term Intercreditor Agreement, upon the occurrence and during the continuation of an Event of Default and following written notice by Agent to Borrowing AgentIssuer Representative: (a) all rights of a Credit Note Party to receive the dividends, distributions and interest payments shall cease and all such rights shall thereupon be vested in Agent which shall then have the sole right to receive and hold such dividends, distributions and interest payments; provided, however, that any and all such dividends, distributions and interest payments consisting of rights or interests in the form of securities shall be forthwith delivered to Agent to hold as Collateral and shall, if received by any Credit Note Party, be received in trust for the benefit of Agent, be segregated from the other property or funds of such Credit Note Party and be promptly (but in any event within five days after receipt thereof) delivered to Agent as Collateral in the same form as so received (with any necessary endorsement); and (b) all dividends, distributions and interest payments which are received by a Credit Note Party contrary to the provisions of clause (a) shall be received in trust for the benefit of Agent, shall be segregated from other property or funds of such Credit Note Party, and shall be forthwith paid over to Agent as Collateral in the exact form received, to be held by Agent as Collateral and as further collateral security for the Obligations.