Common use of Income and Voting Rights in Collateral Clause in Contracts

Income and Voting Rights in Collateral. (a) Pledgor shall have the right to receive dividends on and distributions from the Collateral to the extent such dividends and distributions consist solely of cash ("ORDINARY DIVIDENDS"). Secured Party shall have the right to receive and retain as Collateral hereunder all proceeds (other than Ordinary Dividends) of the Collateral, and Pledgor shall take all such action as Secured Party shall deem necessary or appropriate to give effect to such right. All such proceeds that are received by Pledgor shall be received in trust for the benefit of Secured Party and, if Secured Party so directs, shall be segregated from other assets of Pledgor and shall, forthwith upon demand by Secured Party, be delivered over to Secured Party as Collateral in the same form as received (with any necessary endorsement). (b) Unless an Event of Default shall have occurred and be continuing, Pledgor shall have the right, from time to time, to vote and to give consents, ratifications and waivers with respect to the Collateral. (c) If an Event of Default shall have occurred and be continuing, Secured Party shall have the right, to the extent permitted by law, and Pledgor shall take all such action as may be necessary or appropriate to give effect to such right, to vote and to give consents, ratifications and waivers, and to take any other action with respect to any or all of the Collateral with the same force and effect as if Secured Party were the absolute and sole owner thereof.

Income and Voting Rights in Collateral. (a) Pledgor shall have the right to receive dividends on and distributions from the The Collateral to the extent such dividends and distributions consist solely of cash ("ORDINARY DIVIDENDS"). Secured Party Agent shall have the right to receive and retain as Collateral hereunder all proceeds (other than Ordinary Dividends) of the Collateral, including without limitation all proceeds consisting of dividends or interest, and Pledgor shall take all such action as Secured Party the Collateral Agent shall deem necessary or appropriate to give effect to such right. All such proceeds including, without limitation, all dividends and other payments and distributions that are received by Pledgor shall be received in trust for the benefit of the Collateral Agent and Secured Party and, if Secured Party the Collateral Agent so directs, shall be segregated from other assets funds of Pledgor and shall, forthwith upon demand by Secured Partythe Collateral Agent, be delivered paid over to Secured Party the Collateral Agent as Collateral in the same form as received (with any necessary endorsement). The Collateral Agent is hereby authorized and instructed to pay to the Secured Party any and all ordinary cash dividends received by it hereunder as Collateral to be used by the Secured Party toward satisfaction of Pledgor’s obligations under Section 7.4 of the Stock Purchase Agreement. (b) Unless an Event of Default shall have occurred and be continuing, Pledgor shall have the right, from time to time, to vote and to give consents, ratifications and waivers with respect to the Collateral. (c) If an Event of Default shall have occurred and be continuing, Secured Party the Collateral Agent shall have the right, to the extent permitted by law, and Pledgor shall take all such action as may be necessary or appropriate to give effect to such right, to vote and to give consents, ratifications and waivers, and to take any other action with respect to any or all of the Collateral with the same force and effect as if Secured Party the Collateral Agent were the absolute and sole owner thereof.

Income and Voting Rights in Collateral. (a) Pledgor shall have the right to receive dividends on and distributions from the Collateral to the extent such dividends and distributions consist solely of cash ("ORDINARY DIVIDENDS"). Secured Party shall have the right to receive and retain as Collateral hereunder all income and proceeds (other than Ordinary Dividends) of the Collateral, excluding any Excluded Proceeds; provided that Secured Party shall have such right with respect to any and all proceeds, including, without limitation, any Excluded Proceeds, after the occurrence and during the continuance of a Default Event (such proceeds as Secured Party shall have the right to receive and retain at any time, "Retained Proceeds"), and Pledgor shall take all such action as Secured Party shall deem necessary or appropriate to give effect to such right. All such proceeds Retained Proceeds that are received by Pledgor shall be received in trust for the benefit of Secured Party and, if Secured Party so directs, shall be segregated from other assets funds of Pledgor and shall, forthwith upon demand by Secured Party, be delivered over to the Custodian on behalf of Secured Party as Collateral in the same form as received (with any necessary endorsement). (b) Unless an a Default Event of Default shall have occurred and be continuing, Pledgor shall have the right, from time to time, to vote and to give consents, ratifications and waivers with respect to the Collateral. (c) If an a Default Event of Default shall have occurred and be continuing, Secured Party shall have the right, to the extent permitted by law, and Pledgor shall take all such action as may be necessary or appropriate to give effect to such right, to vote and to give consents, ratifications and waivers, and to take any other action with respect to any or all of the Collateral with the same force and effect as if Secured Party were the absolute and sole owner thereof.