Common use of Payment of Cash Dividends and Interest Clause in Contracts

Payment of Cash Dividends and Interest. Provided that no Default or Event of Default shall have occurred and be continuing, Debtor shall be entitled to receive all cash dividends and interest payable in connection with the Collateral, except for the following, which are referred to as “Liquidation Dividends,” for (a) cash dividends paid or payable in respect of any Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus, or paid-in capital of the issuer of such Collateral; and (b) cash paid, payable, or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Collateral. If at any time and for any reason Debtor receives any Collateral Revenues other than those that Debtor is entitled to receive under this Section 4.3, Debtor (i) shall immediately deliver such Collateral Revenues to the Agent in the original form received by Debtor; (ii) shall execute and deliver to the Agent such documents of transfer respecting such Collateral Revenues as the Agent may require, including an endorsement in blank of any certificate evidencing such Collateral Revenues; (iii) shall not commingle such Collateral Revenues with any of Debtor’s other funds or property; and (iv) shall hold such Collateral Revenues separate and apart from Debtor’s other funds and property in an express trust for Agent until paid or delivered to the Agent. Notwithstanding the foregoing, to the extent that the Agent holds a Foreign Subsidiary Certificate which reflects an Excess Equity Interest, Agent may receive and collect all Liquidation Dividends payable in connection with the entire Foreign Subsidiary Certificate. Agent shall refund to Debtor any Liquidation Dividends allocable to the Excess Equity Interest.

Appears in 2 contracts

Samples: Security and Pledge Agreement, Security and Pledge Agreement (Epicor Software Corp)

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Payment of Cash Dividends and Interest. Provided that no Default or Event of Default shall have occurred and be continuing, Debtor shall be entitled to receive all cash dividends and interest payable in connection with the Collateral, except for the following, which are referred to as “Liquidation Dividends,” for (a) cash dividends paid or payable in respect of any Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus, or paid-in capital of the issuer of such Collateral; and (b) cash paid, payable, or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Collateral. If at any time and for any reason Debtor receives any Collateral Revenues other than those that Debtor is entitled to receive under this Section 4.3, Debtor (i) shall immediately deliver such Collateral Revenues to the Agent Lender in the original form received by Debtor; (ii) shall execute and deliver to the Agent Lender such documents of transfer respecting such Collateral Revenues as the Agent Lender may require, including an endorsement in blank of any certificate evidencing such Collateral Revenues; (iii) shall not commingle such Collateral Revenues with any of Debtor’s other funds or property; and (iv) shall hold such Collateral Revenues separate and apart from Debtor’s other funds and property in an express trust for Agent Lender until paid or delivered to the AgentLender. Notwithstanding the foregoing, to the extent that the Agent Lender holds a Foreign Subsidiary Certificate which reflects an Excess Equity Interest, Agent Lender may receive and collect all Liquidation Dividends payable in connection with the entire Foreign Subsidiary Certificate. Agent Lender shall refund to Debtor any Liquidation Dividends allocable to the Excess Equity Interest.

Appears in 2 contracts

Samples: General Security Agreement (ADESTO TECHNOLOGIES Corp), General Security Agreement (ADESTO TECHNOLOGIES Corp)

Payment of Cash Dividends and Interest. Provided that no Default or Event of Default shall have occurred and be continuing, Debtor shall be entitled to receive all cash dividends and interest payable in connection with the Collateral, except for the following, which are referred to as “Liquidation Dividends,” for (a) cash dividends paid or payable in respect of any Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus, or paid-in capital of the issuer of such Collateral; and (b) cash paid, payable, or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Collateral. If at any time and for any reason Debtor receives any Collateral Revenues other than those that Debtor is entitled to receive under this Section 4.3, Debtor (i) shall immediately deliver such Collateral Revenues to the Administrative Agent in the original form received by Debtor; (ii) shall execute and deliver to the Administrative Agent such documents of transfer respecting such Collateral Revenues as the Administrative Agent may require, including an endorsement in blank of any certificate evidencing such Collateral Revenues; (iii) shall not commingle such Collateral Revenues with any of Debtor’s other funds or property; and (iv) shall hold such Collateral Revenues separate and apart from Debtor’s other funds and property in an express trust for Administrative Agent until paid or delivered to the Administrative Agent. Notwithstanding the foregoing, to the extent that the Administrative Agent holds a Foreign Subsidiary Certificate which reflects an Excess Equity Interest, Administrative Agent may receive and collect all Liquidation Dividends payable in connection with the entire Foreign Subsidiary Certificate. Administrative Agent shall refund to Debtor any Liquidation Dividends allocable to the Excess Equity Interest.

Appears in 1 contract

Samples: Security Agreement (Epicor Software Corp)

Payment of Cash Dividends and Interest. Provided that no Default or Event of Default shall have occurred and be continuing, Debtor shall be entitled to receive all cash dividends and interest payable in connection with the Collateral, except for the following, which are referred to as “Liquidation Dividends,” for (a) cash dividends paid or payable in respect of any Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus, or paid-in capital of the issuer of such Collateral; and (b) cash paid, payable, or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Collateral. If at any time and for any reason Debtor receives any Collateral Revenues other than those that Debtor is entitled to receive under this Section 4.3, Debtor (i) shall immediately deliver such Collateral Revenues to the Agent Lender in the original form in which received by Debtor; (ii) shall execute and deliver to the Agent Lender such documents of transfer respecting such Collateral Revenues as the Agent Lender may require, including an endorsement in blank of any certificate evidencing such Collateral Revenues; (iii) shall not commingle such Collateral Revenues with any of Debtor’s other funds or property; and (iv) shall hold such Collateral Revenues separate and apart from Debtor’s other funds and property in an express trust for Agent Lender until paid or delivered to the AgentLender. Notwithstanding the foregoing, to the extent that the Agent Lender holds a Foreign Subsidiary Certificate which reflects an Excess Equity Interest, Agent Lender may receive and collect all Liquidation Dividends payable in connection with the entire Foreign Subsidiary Certificate. Agent Lender shall refund to Debtor any Liquidation Dividends allocable to the Excess Equity Interest.

Appears in 1 contract

Samples: Credit Agreement (Epicor Software Corp)

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Payment of Cash Dividends and Interest. Provided that no Default or Event of Default shall have occurred and be continuing, the Debtor shall be entitled to receive all cash dividends and interest payable in connection with the Collateral, except for and all Collateral Revenues, including without limitation the following, which are referred to as “Liquidation Dividends,” for (a) cash dividends paid or payable in respect of any Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus, or paid-in capital of the issuer of such Collateral; and (b) cash paid, payable, or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Collateral. If at any time and for any reason the Debtor receives any Collateral Revenues other than those that the Debtor is entitled to receive under this Section 4.3, the Debtor (i) shall immediately deliver such Collateral Revenues to the Agent Pledgee in the original form received by the Debtor; (ii) shall execute and deliver to the Agent Pledgee such documents of transfer respecting such Collateral Revenues as the Agent Pledgee may require, including an endorsement in blank of any certificate evidencing such Collateral Revenues; (iii) shall not commingle such Collateral Revenues with any of the Debtor’s other funds or property; and (iv) shall hold such Collateral Revenues separate and apart from the Debtor’s other funds and property in an express trust for Agent Pledgee until paid or delivered to the AgentPledgee. Notwithstanding the foregoing, to the extent that the Agent holds a Foreign Subsidiary Certificate which reflects an Excess Equity Interest, Agent may receive and collect all Liquidation Dividends payable in connection with the entire Foreign Subsidiary Certificate. Agent shall refund to Debtor any Liquidation Dividends allocable to the Excess Equity Interest.PLEDGE AGREEMENT

Appears in 1 contract

Samples: Pledge Agreement (Sphere 3D Corp)

Payment of Cash Dividends and Interest. Provided that no Default or Event of Default shall have occurred and be continuing, Debtor shall be entitled to receive all cash dividends and interest payable in connection with the Collateral, except for and all Collateral Revenues, including without limitation the following, which are referred to as “Liquidation Dividends,” for (a) cash dividends paid or payable in respect of any Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus, or paid-in capital of the issuer of such Collateral; and (b) cash paid, payable, or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Collateral. If at any time and for any reason Debtor receives any Collateral Revenues other than those that Debtor is entitled to receive under this Section 4.34.3 or as permitted under Section 7.06(a) of the Credit Agreement, Debtor (i) shall immediately deliver such Collateral Revenues to the Agent Lender in the original form received by Debtor; (ii) shall execute and deliver to the Agent Lender such documents of transfer respecting such Collateral Revenues as the Agent Lender may require, including an endorsement in blank of any certificate evidencing such Collateral Revenues; (iii) shall not commingle such Collateral Revenues with any of Debtor’s other funds or property; and (iv) shall hold such Collateral Revenues separate and apart from Debtor’s other funds and property in an express trust for Agent Lender until paid or delivered to the AgentLender. Notwithstanding the foregoing, to the extent that the Agent Lender holds a Foreign Subsidiary Certificate which reflects an Excess Equity Interest, Agent Lender may receive and collect all Liquidation Dividends payable in connection with the entire Foreign Subsidiary Certificate. Agent Lender shall refund to Debtor any Liquidation Dividends allocable to the Excess Equity Interest.

Appears in 1 contract

Samples: General Security Agreement (Identive Group, Inc.)

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