DIVIDENDS, VOTING, ETC. PRIOR TO MATURITY. So long as no Event of Default shall have occurred and be continuing, the Borrower shall be entitled to receive all cash dividends paid in respect of the Stock, to vote the Stock and to give consents, waivers and ratifications in respect of the Stock; PROVIDED, HOWEVER, that no vote shall be cast or consent waiver or ratification given by the Borrower if the effect thereof would in the reasonable judgment of the Agent impair any of the Stock Collateral or be inconsistent with or result in any violation of any of the provisions of the Credit Agreement, the Notes or any of the other Loan Documents. All such rights of the Borrower to receive cash dividends shall cease in case a Default or an Event of Default shall have occurred and be continuing. All such rights of the Borrower to vote and give consents, waivers and ratifications with respect to the Stock shall, at the Agent's option, as evidenced by the Agent's notifying the Borrower of such election, cease in case a Default or an Event of Default shall have occurred and be continuing.
DIVIDENDS, VOTING, ETC. PRIOR TO MATURITY. ------------------------------------------- So long as no Actionable Default shall have occurred, the Companies shall be entitled to receive all cash dividends paid in respect of the Stock, to vote the Stock and to give consents, waivers and ratifications in respect of the Stock; provided, however, that no vote shall be cast or consent, waiver or ratification given by any Company if the effect thereof would impair any of the Stock Collateral or be inconsistent with or result in any violation of any of the provisions of the Credit Documents. All such rights of the Companies to receive cash dividends shall cease in case an Actionable Default shall have occurred and be continuing. All such rights of the Companies to vote and give consents, waivers and ratifications with respect to the Stock shall, at the Collateral Agent's option, as evidenced by the Collateral Agent's notifying the Companies of such election, cease in case an Actionable Default shall have occurred and be continuing.
DIVIDENDS, VOTING, ETC. Prior to Maturity. So long as no Event of Default shall have occurred and be continuing, the Pledgor shall be entitled to directly receive all cash dividends and cash distributions paid in respect of the Stock (except liquidation distributions), to vote the Stock and to give consents, waivers and ratifications in respect of the Stock; provided, however, that no vote shall be cast or consent, waiver or ratification given by the Pledgor if the effect thereof would result in any violation of any of the provisions of the Credit Agreement, the Notes or any of the other Loan Documents. All such rights of the Pledgor to receive cash dividends shall cease in case an Event of Default shall have occurred and be continuing. All such rights of the Pledgor to vote and give consents, waivers and ratifications with respect to the Stock shall, at the Agent's option, as evidenced by the Agent's notifying the Pledgor of such election, cease in case an Event of Default shall have occurred and be continuing.
DIVIDENDS, VOTING, ETC. The Grantee shall not be entitled to any privileges of ownership with respect to the Shares subject to the Award unless and until, and only to the extent, such Shares become vested pursuant to the terms of this Agreement and the Grantee becomes a stockholder of record with respect to such Shares. Notwithstanding the foregoing, the Grantee shall be entitled to dividend equivalents equal to any and all dividends or other distributions that would have been paid with respect to the Shares (for the number of Shares ultimately determined to be issuable pursuant to this Agreement) in respect of an unvested RSU (“Unvested RSU”) if such Shares were issued and outstanding on the applicable record date for the applicable dividend or other distribution on or after the Grant Date, provided that such dividend equivalents, including without limitation, regular or extraordinary cash dividends, any distribution of Shares by reason of a stock dividend, stock split or otherwise, or a distribution of other securities with respect to an Unvested RSU, shall be subject to the restrictions of this Agreement in the same manner and for so long as the Unvested RSU remains subject to such restrictions, and shall be promptly forfeited if and when the Unvested RSU is so forfeited. Any dividend equivalents with respect to Unvested RSUs shall be paid to the Grantee promptly, without interest, upon the later of (i) the payment date for the applicable dividend or distribution and (ii) the issuance of Shares in connection with the vesting of the Unvested RSUs, subject, in each case, to applicable tax withholding and any deferral election made pursuant to the terms of the West Corporation Stock Deferral Plan. References in this Agreement to Unvested RSUs shall refer, mutatis mutandis, to any such dividend equivalents. Until such time as an RSU is paid out in the form of Shares, the Grantee will not have any voting rights with respect to such Shares.
DIVIDENDS, VOTING, ETC. The Grantee shall be entitled to (i) receive any and all dividends or other distributions paid with respect to those vested Shares of which the Grantee is the record owner on the record date for such dividend or other distribution, and (ii) vote any vested or unvested Shares of which the Grantee is the record owner on the record date for such vote. Notwithstanding Section 3.2(d) of the Plan, any and all dividends or other distributions paid with respect to an unvested Share (the “Associated Share”) acquired hereunder, including without limitation, regular or extraordinary cash dividends, any distribution of Stock by reason of a stock dividend, stock split or otherwise, or a distribution of other securities with respect to an Associated Share, shall be subject to the restrictions of this Agreement in the same manner and for so long as the Associated Share remains subject to such restrictions, and shall be promptly forfeited if and when the Associated Share is so forfeited. Notwithstanding Section 3.2(d) of the Plan, the Company may require that any cash distribution with respect to unvested Shares be retained by the Company or otherwise made subject to such restrictions as the Company deems appropriate to carry out the intent of the Plan and this Agreement. Any amount maintained by the Company or otherwise made subject to such restrictions shall be paid to the Grantee promptly upon the vesting, if any, of the Associated Shares. References in this Agreement to the Shares shall refer, mutatis mutandis, to any such restricted amounts.
DIVIDENDS, VOTING, ETC. PRIOR TO MATURITY. So long as no Event of Default shall have occurred and be continuing, the Pledgor shall be entitled to receive all cash dividends paid in respect of the Stock, to vote the Stock and to give consents, waivers and ratifications in respect of the Stock. All such rights of the Pledgor to receive cash dividends shall cease in case an Event of Default shall have occurred and be continuing. All such rights of the Pledgor to vote and give consents, waivers and ratifications with respect to the Stock shall, at the Agent's option, as evidenced by the Agent's notifying the Pledgor of such election, cease in case an Event of Default shall have occurred and be continuing.
DIVIDENDS, VOTING, ETC. 8 Section 2.08.
DIVIDENDS, VOTING, ETC. (a) ment of the consideration specified in Section 2.05(a) in accordance with the procedures set forth in this Article Two.
(b) Any portion of the consideration deposited with the Exchange Agent pursuant to Section 2.06(a) that remains unclaimed by the holders of Shares twelve months after the Effective Time shall be returned to Parent or an affiliate designated by Parent, upon demand, and any such holder who has not exchanged his Shares for the consideration specified in Section 2.05(a) in accordance with this Article Two prior to that time shall thereafter look only to Parent for his claim for the Amalgamation Consideration. Notwithstanding the foregoing, Parent shall not be liable to any holder of Shares for any amount paid to a public official pursuant to applicable abandoned property laws. Any amounts remaining unclaimed by holders of Shares immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental Authority shall, to the extent permitted by applicable law, become the property of Parent, free and clear of any claim or interest of any Person previously entitled thereto.
DIVIDENDS, VOTING, ETC. Prior to Maturity. So long as no Event of Default shall have occurred and be continuing, the Company shall be entitled to receive all cash dividends paid in respect of the Stock, to vote the Stock and to give consents, waivers and ratifications in respect of the Stock; provided, however, that no vote shall be cast or consent, waiver or ratification given by the Company if the effect thereof would in the reasonable judgment of the Agent impair any of the Stock Collateral or be inconsistent with or result in any violation of any of the provisions of the Credit Agreement, the Notes or any of the other Loan Documents. All such rights of the Company to receive cash dividends shall cease in case an Event of Default shall have occurred and be
DIVIDENDS, VOTING, ETC. The Grantee shall be entitled to (i) receive any and all dividends or other distributions paid with respect to those vested Shares of which the Grantee is the record owner on the record date for such dividend or other distribution, and (ii) vote any vested or unvested Shares of which the Grantee is the record owner on the record date for such vote. Pursuant to Section 3.2(d) of the Plan, any and all dividends or other distributions paid with respect to an unvested Share (the “Associated Share”) acquired hereunder, including without limitation, regular or extraordinary cash dividends, any distribution of Stock by reason of a stock dividend, stock split or otherwise, or a distribution of other securities with respect to an Associated Share, shall be subject to the restrictions of this Agreement in the same manner and for so long as the Associated Share remains subject to such restrictions, and shall be promptly forfeited if and when the Associated Share is so forfeited. Any amount maintained by the Company or otherwise made subject to such restrictions shall be paid to the Grantee promptly upon the vesting, if any, of the Associated Shares. References in this Agreement to the Shares shall refer, mutatis mutandis, to any such restricted amounts.
