Prior to Event of Default. Prior to an Event of Default, all payments made hereunder shall be applied as directed by the Borrower, but such payments are subject to the terms of this Agreement.
Prior to Event of Default. (a) So long as no Event of Default shall have occurred and be continuing, each of Westfield Partners and Westland Management shall retain its rights to receive all cash payments and distributions from the Partnership in respect of such Pledgor's partnership interest in the Partnership for any purpose and shall retain all other rights as a limited or general partner of the Partnership, provided that such rights are not exercised in a manner that would cause a violation of any of the provisions of this Agreement or the Note.
Prior to Event of Default. Notwithstanding any other provision of this Agreement, so long as no Event of Default has occurred and is continuing:
(a) Pledgor is entitled to exercise all voting powers pertaining to all shares of stock or membership or other equity interests constituting Pledged Collateral for all purposes not inconsistent with the terms of this Agreement;
(b) Pledgor is entitled to receive and retain all dividends or distributions (other than shares of stock or membership or other equity interests or liquidating dividends or distributions) and all interest payments payable in respect of the Pledged Collateral; provided, that such dividends, distributions, or interest payments are permitted by the terms of the Loan Agreement and the other Loan Documents; and provided, further, however, that all shares of stock or property representing shares of stock or liquidating dividends or a distribution or return of capital upon or in respect of the shares of stock constituting Pledged Collateral or resulting from a split-up, revision, or reclassification of such Pledged Collateral or received in exchange therefor, as a result of a merger, consolidation, or otherwise, must be paid or transferred directly to Agent immediately upon receipt thereof by Pledgor and be retained by Agent as Pledged Collateral hereunder (or applied to the Secured Obligations in accordance with the terms of the Loan Agreement); and
(c) In order to permit Pledgor to exercise such voting powers and to receive such dividends, Agent will, if necessary and upon the written request of Pledgor, from time to time, execute and deliver to Pledgor appropriate proxies.
Prior to Event of Default. Prior to an Event of Default, the Pledgor shall be entitled to vote the Collateral and give consents, waivers and ratifications in respect thereof subject to the requirements of Section 5 above, and to the extent allowed by the Loan Agreement, any cash interest, dividends or distributions received from the Collateral.
Prior to Event of Default. So long as an Event of Default shall not have occurred and be continuing, the Assignor shall be entitled, to the extent not inconsistent with this Agreement, the Note or any other Loan Document:
(i) To exercise the voting power with respect to the Collateral; provided that such voting power shall not, without the Secured Party's prior written consent, be exercised by the Assignor to (A) adversely affect the maturity, interest rate, principal amount or any subordination provisions of any of the Pledged Drive Debt, (B) subordinate or terminate any of the Collateral that are promissory notes or other debt instruments (collectively, "Debt Instruments"), (C) if any of the Debt Instruments are secured, commence any foreclosure action or exercise any other remedy under or in connection with any of the Debt Instruments; (D) otherwise adversely affect the interests of the Secured Party in connection with any of the Collateral; or (E) in any manner that is inconsistent with the terms of this Agreement, the Note or any other Loan Document;
(ii) To exercise any conversion, option or similar right permitted by the terms of any of the Collateral (subject, however, to Section (b) hereof), but only with the prior written consent of the Secured Party.
Prior to Event of Default. So long as no Event of Default shall have occurred and be continuing:
(a) The Debtor shall be entitled to exercise any and all voting and other consensual rights pertaining to the Pledged Receivables or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement; provided, however, that the Debtor shall not exercise or refrain from exercising any such right if such action would have a material adverse effect on the value of the Pledged Receivables or any part thereof; and provided further that the Debtor shall give the Secured Party at least five days' prior written notice of the manner in which they intend to exercise, or the reasons for refraining from exercising, any such right.
(b) The Debtor shall be entitled to receive and retain any and all distributions, dividends, and interest paid in respect of the Pledged Receivables; provided, however, that any and all
(i) dividends and interest paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of, or in exchange for, any Pledged Receivables,
(ii) dividends and other distributions paid or payable in cash in respect of any Pledged Receivables in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in-surplus, and
(iii) cash paid, payable or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Pledged Receivables, shall be, and shall be forthwith delivered to the Secured Party, to hold as, Collateral and shall, if received by the Debtor, be received in trust for the benefit of the Secured Party, be segregated from the other property or funds of the Debtor and be forthwith delivered to the Secured Party, as Collateral in the same form as so received (with any necessary endorsement) and such cash received by the Secured Party will be deposited in an account held by the Secured Party. The Debtor, promptly upon the request of the Secured Party, shall execute such documents and do such acts as may be necessary or desirable in the reasonable judgment of the Secured Party to give effect to this clause (b).
(c) The Debtor shall deliver to the Secured Party any distribution consisting of additional securities of an issuer of Pledged Receivables immediately upon receipt, together with executed stock powers and corporate resolutions authorizing the transfer of title of such shares afte...
Prior to Event of Default. Prior to an Event of Default, all payments made hereunder shall be applied as directed by the Borrower, but such payments are subject to the terms of this Agreement, including the application of prepayments according to Section 2.5. Notwithstanding the foregoing, any prepayments of Term Loan Advances pursuant to Section 2.5 shall be applied (i) first to reduce scheduled payments required under Section 2.6(b) in direct order of maturity to the next four scheduled payments, (ii) second, thereafter, on a pro rata basis among the payments in respect of the Term Loan Advances remaining to be made on each scheduled repayment date, and (iii) third to the extent there are prepayment amounts in respect of the Term Loan Advances remaining after the application of such prepayments under clauses (i) and (ii), such excess amounts shall be applied as directed by the Borrower.
Prior to Event of Default. Unless an Event of Default has occurred and is continuing:
(a) the Mortgagor may retain and apply for its own use any cash dividend payable for the Secured Property;
(b) the Mortgagor may exercise the right to vote on the Secured Property and exercise the right to acquire any further Shares in the Company; and
(c) the Security Agent will not exercise any voting rights over the Secured Property without the Mortgagor’s consent.
Prior to Event of Default. As long as no Event of Default (as defined below) has occurred, the Pledgor is entitled to receive and retain any dividends (whether in cash or in kind) distributed in respect of the Shares.
Prior to Event of Default. As long as no Event of Default shall have occurred and be continuing:
