No Right to Receive Distributions. If an Event of Default exists, all payments and distributions made to Pledgor upon or with respect to the Collateral shall be paid or delivered to Secured Party, and Pledgor agrees to take all such action as Secured Party may reasonably deem necessary or appropriate to cause all such payments and distributions to be made to Secured Party. Further, Secured Party shall have the right, at any time after the occurrence of an Event of Default, to notify and direct the Company to thereafter make all payments, dividends, and any other distributions payable in respect thereof directly to Secured Party. The Company shall be fully protected in relying on the written statement of Secured Party that it then holds a security interest which entitles it to receive such payments and distributions. Any and all money and other property paid over to or received by Secured Party pursuant to this SECTION 5.2 shall be retained by Secured Party as additional collateral hereunder and may be applied (and upon Pledgor's written request all cash shall promptly be applied) in accordance with SECTION 5.6 hereof.
No Right to Receive Distributions. No Member shall have the right to demand or receive distributions of any amount, except as expressly provided in this Article VI and Section 12.2.
No Right to Receive Distributions. If an Event of Default exists, all payments and distributions made to Pledgor upon or with respect to the Collateral shall be paid or delivered to Lender Representative, and Pledgor agrees to take all such action as Lender Representative may reasonably deem necessary or appropriate to cause all such payments and distributions to be made to Lender Representative. Further, Lender Representative shall have the right, at any time after the occurrence of an Event of Default, to notify and direct the Partnership to thereafter make all payments, dividends, and any other distributions payable in respect thereof directly to Lender Representative. The Partnership shall be fully protected in relying on the written statement of Lender Representative that it then holds a security interest which entitles it to receive such payments and distributions. Any and all money and other property paid over to or received by Lender Representative pursuant to this Section 6.2 shall be retained by Lender Representative as additional collateral hereunder and may be applied (and upon Pledgor’s written request all cash shall promptly be applied) in accordance with Section 6.6 hereof.
No Right to Receive Distributions. If an Event of Default exists, all payments and distributions to be made to Pledgor upon or with respect to the Collateral shall be paid or delivered to Pledgee, and Pledgor agrees to take all such action as Pledgee may reasonably deem necessary or appropriate to cause all such payments and distributions to be made to Pledgee. Further, Pledgee shall have the right, at any time after the occurrence of an Event of Default, to notify and direct the Partnership to thereafter make all payments, dividends, and any other distributions payable in respect thereof directly to Pledgee. The Partnership shall be fully protected in relying on the written statement of Pledgee that it then holds a security interest which entitles it to receive such payments and distributions. Any and all money and other property paid over to or received by Pledgee pursuant to this Section 4.2 shall be retained by Pledgee as additional collateral hereunder and may be applied (and upon Pledgor’s written request all cash shall promptly be applied) in accordance with Section 4.6 hereof.
No Right to Receive Distributions. If an Event of Default exists, all payments and distributions to be made to Pledgor upon or with respect to the Pledged Collateral shall be held in trust for the benefit of Pledgee and shall be immediately paid or delivered to Pledgee, and Pledgor agrees to take all such action as Pledgee may reasonably deem necessary or appropriate to cause all such payments and distributions to be made to Pledgee. Further, Pledgee shall have the right, at any time after the occurrence of an Event of Default, to notify and direct the Entities to thereafter make all payments, dividends, and any other distributions payable in respect thereof directly to Pledgee. The Entities shall be fully protected in relying on the written statement of Pledgee that it then holds a security interest which entitles it to receive such payments and distributions. Any and all money and other property paid over to or received by Pledgee pursuant to this SECTION 4.2 shall be retained by Pledgee as additional collateral hereunder and may be applied (and upon Pledgor's written request all cash shall promptly be applied) in accordance with SECTION 4.6 hereof.
No Right to Receive Distributions on Pledged Collateral; Voting
(a) So long as no Event of Default shall have occurred and be continuing:
i. The Pledgor shall be entitled to exercise any and all voting and other consensual rights pertaining to the Pledged Collateral or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Asset Purchase Agreement; provided, however, that the Pledgor shall not exercise or refrain from exercising any such right if, in the Pledgee's judgment, such action would have a material adverse effect on the value of the Pledged Collateral or any part thereof, and, provided, further, that the Pledgor shall give the Pledgee at least five days' written notice of the manner in which it intends to exercise, or the reasons for refraining from exercising, any such right.
ii. The Pledgor shall not be entitled to receive and retain any dividends, interest and other payments and distributions made upon or with respect to the Pledged Collateral, and any such dividends, interest and other payments and distributions shall be, and shall be forthwith delivered to the Pledgee to hold as, Pledged Collateral and shall, if received by the Pledgor, be received in trust for the benefit of the Pledgee, be segregated from the other property or funds of the Pledgor and be forthwith delivered to the Pledgee as Pledged Collateral in the same form as so received (with any necessary endorsement).
iii. The Pledgee shall execute and deliver (or cause to be executed and delivered) to the Pledgor all such proxies, powers of attorney, consents, ratifications and waivers and other instruments as the Pledgor may reasonably request for the purpose of enabling the Pledgor to exercise the voting and other rights which it is entitled to exercise pursuant to paragraph (i) above.
(b) Upon the occurrence and during the continuance of an Event of Default:
i. All rights of the Pledgor to exercise the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to Section 6(a)(i) and to receive the dividends and interest payments which it would otherwise be authorized to receive and retain pursuant to Section 6(a)(ii) shall cease, and all such rights shall thereupon become vested in the Pledgee who shall thereupon have the sole right to exercise such voting and other consensual rights and to receive and hold as Pledged Collateral such dividends and interest payments.
ii. All dividends and interest payments which are received by the Pledgor...
