Common use of Dividends; Voting Rights Clause in Contracts

Dividends; Voting Rights. (a) Any distributions or dividends ("Dividends") payable with respect to the Class B Common Stock held in the Escrow Account shall not be deemed to be part of the Escrow Account and shall be distributed on the dividend payment date therefor or as soon as practical thereafter by the Escrow Agent directly to the Escrow Participants in accordance with each such Escrow Participant's Interest. Dividends shall not be made a part of the Escrow Account, shall not be deemed to be part of the Escrow Account and shall not be available hereunder for the payment of the Excess Net Worth Amount or of any Claims made by Hubbxxx xxxinst the Escrow Account. (b) The Escrow Participants shall retain all voting rights with respect to the shares of Class B Common Stock held in the Escrow Account for so long as any such shares are held by the Escrow Agent hereunder. Upon receipt of any notice, or other voting or proxy materials, from Hubbxxx xxxh respect to the Class B Common Stock, the Escrow Agent shall promptly remit such materials to the Escrow Participants in order to allow such persons to exercise their respective voting rights hereunder based on the Interest owned by each such Escrow Participant. On any matter for which the Class B Common Stock has a vote, the Escrow Agent shall vote the shares of Class B Common Stock held by it as instructed by the Escrow Participants in accordance with their Interests. If any Escrow Participant fails to provide voting instructions to the Escrow Agent, then the Escrow Agent shall abstain from voting with respect to the shares of Class B Common Stock represented by the Interest held by such Escrow Participant.

Dividends; Voting Rights. (a) Any Notwithstanding any other provision of this Agreement, so long as no Event of Default has occurred and is continuing, all the Liens created hereunder in respect of any dividends or distributions or dividends ("Dividends") payable with in respect to the Class B Common Stock held in the Escrow Account shall not be deemed to be part of the Escrow Account and Pledged Securities shall be distributed on the dividend payment date therefor or as soon as practical thereafter by the Escrow Agent directly to the Escrow Participants in accordance with each such Escrow Participant's Interest. Dividends shall not be made a part of the Escrow Account, shall not be deemed to be part of the Escrow Account and shall not be available hereunder for released upon the payment of such dividends or distributions and, upon such payment, such dividends or distributions shall cease to be MAVH Inc. Collateral and/or Collateral, as the Excess Net Worth Amount or of any Claims made by Hubbxxx xxxinst the Escrow Accountcase may be. (b) The Escrow Participants Upon the occurrence and during the continuance of an Event of Default and upon written notice thereof from the Trustee to the Company, the Trustee shall be entitled to receive and retain as Collateral all dividends paid and distributions made in respect of the Pledged Shares, whether so paid or made before or after any Event of Default. Any such dividends shall, if received by the Company, be received in trust for the benefit of the Trustee, be segregated from the other property or funds of the Company and be forthwith delivered to the Trustee as Collateral in the same form as so received (with any necessary endorsement). (c) As long as no Event of Default shall have occurred and be continuing and until written notice thereof from the Trustee to the Company, the Company shall be entitled to receive all dividends and other distributions and to exercise any and all voting and other consensual rights relating to Pledged Shares or any part thereof for any purpose; provided, however, that no vote shall be cast, and no consent, waiver or ratification given or action taken, which would be inconsistent with respect or violate any provision of this Indenture or the Securities. (d) Upon the occurrence and during the continuance of an Event of Default, all rights of the Company to exercise the voting and other consensual rights that it would otherwise be entitled to exercise pursuant to Section 1405(c) shall cease upon notice from the Trustee to the shares Company and upon the giving of Class B Common Stock held such notice all such rights shall thereupon be vested in the Escrow Account for so long as any Trustee who shall thereupon have the sole right to exercise such shares are held by voting and other consensual rights during the Escrow Agent hereunder. Upon receipt continuance of any noticesuch Event of Default; provided that such rights shall revert to the Company when such Event of Default is cured or otherwise ceases to exist. (e) In order to permit the Trustee to exercise the voting and other consensual rights which it may be entitled to exercise pursuant to Section 1405(d), or other voting or proxy materialsand to receive all dividends and distributions which it may be entitled to receive under Section 1405(b), the Company shall, if necessary, upon written notice of the Trustee, from Hubbxxx xxxh respect time to time execute and deliver to the Class B Common Stock, Trustee such instruments as the Escrow Agent shall promptly remit such materials to the Escrow Participants in order to allow such persons to exercise their respective voting rights hereunder based on the Interest owned by each such Escrow Participant. On any matter for which the Class B Common Stock has a vote, the Escrow Agent shall vote the shares of Class B Common Stock held by it as instructed by the Escrow Participants in accordance with their Interests. If any Escrow Participant fails to provide voting instructions to the Escrow Agent, then the Escrow Agent shall abstain from voting with respect to the shares of Class B Common Stock represented by the Interest held by such Escrow ParticipantTrustee may reasonably request.

Dividends; Voting Rights. (a) Any distributions or dividends ("Dividends") payable with respect to the Class B Common Stock held in the Escrow Account shall not be deemed to be part of the Escrow Account and shall be distributed on the dividend payment date therefor or as soon as practical thereafter by the Escrow Agent directly to the Escrow Participants in accordance with each such Escrow Participant's Interest. Dividends shall not be made a part of the Escrow Account, shall not be deemed to be part of the Escrow Account and shall not be available hereunder for the payment of the Excess Net Worth Amount or of any Claims made by Hubbxxx xxxinst the Escrow Account. (b) The Escrow Participants shall retain all voting rights with respect to the shares of Class B Common Stock held in the Escrow Account for so long as any such shares are held by the Escrow Agent hereunder. Upon receipt of any notice, or other voting or proxy materials, from Hubbxxx xxxh respect to the Class B Common Stock, the Escrow Agent shall promptly remit such materials to the Escrow Participants in order to allow such persons to exercise their respective voting rights hereunder based on the Interest owned by each such Escrow Participant. On any matter for which the Class B Common Stock has a vote, the Escrow Agent shall vote the shares of Class B Common Stock held by it as instructed by the Escrow Participants in accordance with their Interests. If any Escrow Participant fails to provide voting instructions to the Escrow Agent, then the Escrow Agent shall abstain from voting with respect to the shares of Class B Common Stock represented by the Interest held by such Escrow Participant.. 6 6