Common use of DIVIDENDS; VOTING Clause in Contracts

DIVIDENDS; VOTING. 4.01 Unless an Event of Default shall have occurred and be continuing, the Pledgor shall be entitled to receive all cash dividends and distributions paid in respect of the Pledged Securities without delivering such sums to the Administrative Agent or depositing such sums in the Cash Collateral Account, to vote and exercise any and all other voting and consensual rights with respect to the Pledged Securities and to give consents, waivers or ratifications in respect thereof, provided that no vote shall be cast or consent, waiver or ratification given or action taken which would violate or be inconsistent with any of the terms of this Agreement or the other Loan Documents or which could reasonably be expected to have an adverse effect on the interest of the Administrative Agent in the Securities Collateral. 4.02 Upon the occurrence and during the continuance of an Event of Default, (i) the Pledgor's rights under Section 4.01 shall immediately cease, (ii) all cash dividends and other distributions in respect of the Pledged Securities shall be deposited to the Cash Collateral Account in accordance with the provisions of Article 3, and (iii) the Administrative Agent shall have the right to vote, and to give consents, waivers and ratifications with respect to, the Pledged Securities. If the Administrative Agent elects not to exercise such rights, the Pledgor may continue to exercise such rights, provided that the Pledgor shall not take any vote or other action with respect to such Pledged Securities that could reasonably be expected to have an adverse effect on the interest of the Administrative Agent in the Securities Collateral, and if so directed in writing, shall vote or take such other action as directed by the Administrative Agent. The Pledgor hereby grants to the Pledgee, an irrevocable proxy to exercise all voting and consensual rights with respect to the Pledged Securities and to give consents, waivers or ratifications in respect thereof, which proxy shall only be effective upon the occurrence of an Event of Default and shall remain effective during the continuance of an Event of Default.

DIVIDENDS; VOTING. 4.01 Unless an So long as no Event of Default shall have occurred and be continuingcontinuing (or would occur as a result of such payment), the Pledgor shall be entitled to receive all cash dividends and distributions paid in respect of the Pledged Securities without delivering such sums to the Administrative Agent or depositing such sums in the Cash Collateral Account, to vote and exercise any and all other voting and consensual rights with respect to the Pledged Securities and to give consents, waivers or ratifications in respect thereof, provided that no vote shall be cast or consent, waiver or ratification given or action taken which would violate or be inconsistent with any of the terms of this Agreement or the other Loan Documents Lender Agreements or which could reasonably be expected to have an adverse effect on adversely affect the interest of the Administrative Agent in the Securities Collateral. The Agent shall execute and deliver to the Pledgor such proxies and other instruments as may be reasonably necessary to permit the Pledgor to exercise such rights. 4.02 Upon Following the occurrence and during the continuance of an Event of Default, or if the payment proposed to made would result in an Event of Default, (i) the Pledgor's rights under Section 4.01 shall immediately cease, (ii) all cash dividends and other distributions in respect of the Pledged Securities shall be deposited to the Cash Collateral Account in accordance with the provisions of Article 3, and (iii) the Administrative Agent (as pledgee) shall have the right to vote, and to give consents, waivers and ratifications with respect to, the Pledged SecuritiesSecurities upon notice to the Pledgor of the Agent's intent to exercise such right. If the Administrative Agent elects not to exercise such rights, the Pledgor may continue to exercise such rights, provided that the Pledgor shall not take any vote or other action with respect to such Pledged Securities that could reasonably be expected to have an adverse effect on the interest of the Administrative Agent in the Securities Collateral, and if so directed by the Agent in writing, shall vote or take such other action as directed by the Administrative Agent. The Pledgor hereby grants to the Pledgee, an irrevocable proxy to exercise all voting and consensual rights with respect to the Pledged Securities and to give consents, waivers or ratifications in respect thereof, which proxy shall only be effective upon the occurrence of an Event of Default and shall remain effective during the continuance of an Event of Default.

DIVIDENDS; VOTING. 4.01 Unless an Event of a Default shall have occurred and be continuing, the Pledgor shall be entitled to receive all cash dividends and distributions paid in respect of the Pledged Securities without delivering such sums to the Administrative Agent or depositing such sums in the Cash Collateral AccountStock, to vote and exercise any and all other voting and consensual rights with respect to any and all shares of the Pledged Securities Stock and to give consents, waivers or ratifications in respect thereof, provided that no vote shall be cast or consent, waiver or ratification given or action taken which which, in the reasonable judgment of the Pledgee, would violate or be inconsistent with any of the terms of this Pledge Agreement or the other Loan Documents Agreements or which could reasonably be expected to would have an adverse the effect on of impairing the interest first priority security interests of the Administrative Agent in Pledgee or the Securities position or interests of the Pledgee or any of the Stock Collateral. 4.02 . The Pledgee shall execute and deliver to the Pledgor all such proxies and other instruments as may be necessary to exercise such rights. Upon the occurrence and during the continuance of an Event of a Default, (i) all such rights of the Pledgor's rights under Section 4.01 Pledgor to receive cash dividends shall immediately cease, cease and (ii) all cash dividends and other distributions in respect of the Pledged Securities shall be deposited to the Cash Collateral Account in accordance with the provisions of Article 3, and (iii) the Administrative Agent Pledgee shall have the right to vote, and to give consents, waivers and ratifications with respect to, the Pledged Securities. If Stock, provided that if the Administrative Agent Pledgee elects not to exercise such rightsrights at any time, the Pledgor may continue to exercise such rights, provided that the Pledgor shall not take any vote or other action with respect to such Pledged Securities Stock that could reasonably be expected to would have an adverse effect on the interest first priority security interests of the Administrative Agent in Pledgee or the Securities Collateralinterests of the Pledgee, and if so directed in writing, shall vote or take any such other action as directed by the Administrative Agent. The Pledgor hereby grants to the Pledgee, an irrevocable proxy to exercise all voting and consensual rights with respect to the Pledged Securities and to give consents, waivers or ratifications in respect thereof, which proxy shall only be effective upon the occurrence of an Event of Default and shall remain effective during the continuance of an Event of Default.