Common use of Right to Distributions Clause in Contracts

Right to Distributions. With respect to any certificates, bonds, or other instruments or securities constituting a part of the Collateral, Administrative Agent shall have authority during the continuance of an Event of Default, without notice to Pledgor, either to have the same registered in Administrative Agent's name or in the name of a nominee, and, with or without such registration, to demand of the issuer thereof, and to receive and receipt for, any and all Distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Subject to the next sentence hereof, if Pledgor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a Distribution in connection with any reclassification, increase, or reduction of capital, or issued in connection with any reorganization), or any option or Rights arising from or relating to any of the Collateral, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, Pledgor agrees to accept the same as Administrative Agent's agent and to hold the same in trust on behalf of and for the benefit of Administrative Agent, and to deliver the same immediately to Administrative Agent in the exact form received, with appropriate undated stock, partnership interest, LLC membership interest, or similar powers, duly executed in blank, to be held by Administrative Agent, subject to the terms hereof, as Collateral. Unless an Event of Default is in existence or would occur as a result thereof, Pledgor shall be entitled to receive and utilize for its own purposes, all cash Distributions (other than Distributions constituting a return of capital) paid in respect of any of the Collateral. Administrative Agent shall be entitled to all Distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof or which constitute a return of capital which shall be paid to Administrative Agent to be held by it as additional collateral security for the Obligations and application to the Obligations at the discretion of Administrative Agent. All Distributions paid or distributed in respect of the Collateral which are received by Pledgor in violation of this Agreement shall, until paid or delivered to Administrative Agent, be held by Pledgor in trust as additional Collateral for the Obligations.

Appears in 2 contracts

Samples: Pledge Agreement (World Access Inc /New/), Pledge Agreement (World Access Inc /New/)

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Right to Distributions. With respect to any certificates, bonds, or other instruments or securities constituting a part of the Collateral, Administrative Agent shall have authority during the 146 continuance of an Event of Default, without notice to Pledgor, either to have the same registered in Administrative Agent's name or in the name of a nominee, and, with or without such registration, to demand of the issuer thereof, and to receive and receipt for, any and all Distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Subject to the next sentence hereof, if Pledgor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a Distribution in connection with any reclassification, increase, or reduction of capital, or issued in connection with any reorganization), or any option or Rights arising from or relating to any of the Collateral, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, Pledgor agrees to accept the same as Administrative Agent's agent and to hold the same in trust on behalf of and for the benefit of Administrative Agent, and to deliver the same immediately to Administrative Agent in the exact form received, with appropriate undated stock, partnership interest, LLC membership interest, or similar powers, duly executed in blank, to be held by Administrative Agent, subject to the terms hereof, as Collateral. Unless an Event of Default is in existence or would occur as a result thereof, Pledgor shall be entitled to receive and utilize for its own purposes, all cash Distributions (other than Distributions constituting a return of capital) paid in respect of any of the Collateral. Administrative Agent shall be entitled to all Distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof or which constitute a return of capital which shall be paid to Administrative Agent to be held by it as additional collateral security for the Obligations and application to the Obligations at the discretion of Administrative Agent. All Distributions paid or distributed in respect of the Collateral which are received by Pledgor in violation of this Agreement shall, until paid or delivered to Administrative Agent, be held by Pledgor in trust as additional Collateral for the Obligations.

Appears in 1 contract

Samples: Credit Agreement (Ixc Communications Inc)

Right to Distributions. With respect to any certificates, bonds, or other instruments or securities constituting a part of the Collateral, Administrative Agent Lender shall have authority during the continuance of an Event of Default, without notice to Pledgor, either to have the same registered in Administrative AgentLender's name or in the name of a nominee, and, with or without such registration, to demand of the issuer thereof, and to receive and receipt for, any and all Distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Subject to the next sentence hereof, if Pledgor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a Distribution in connection with any reclassification, increase, or reduction of capital, or issued in connection with any reorganization), or any option or Rights arising from or relating to any of the Collateral, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, Pledgor agrees to accept the same as Administrative AgentLender's agent and to hold the same in trust on behalf of and for the benefit of Administrative AgentLender, and to deliver the same immediately to Administrative Agent Lender in the exact form received, with appropriate undated stock, partnership interest, LLC membership interest, or similar powers, duly executed in blank, to be held by Administrative AgentLender, subject to the terms hereof, as Collateral. Unless an Event of Default is in existence or would occur as a result thereof, Pledgor shall be entitled to receive and utilize for its own purposes, all cash Distributions (other than Distributions constituting a return of capital) paid in respect of any of the Collateral. Administrative Agent Lender shall be entitled to all Distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof or which constitute a return of capital which shall be paid to Administrative Agent Lender to be held by it as additional collateral security for the Obligations and application to the Obligations at the discretion of Administrative AgentLender. All Distributions paid or distributed in respect of the Collateral which are received by Pledgor in violation of this Agreement shall, until paid or delivered to Administrative AgentLender, be held by Pledgor in trust as additional Collateral for the Obligations.

Appears in 1 contract

Samples: Credit Agreement (Itc Deltacom Inc)

Right to Distributions. With respect to any certificates, bonds, or other instruments or securities constituting a part of the Capital Stock Collateral, Administrative Agent Agent, shall have authority during the continuance of an Event of Default, without notice to Pledgor, either to have the same registered in Administrative Agent's name name, or in the name of a nominee, and, with or without such registration, to demand of the issuer Issuer thereof, and to receive and receipt for, any and all Distributions distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Subject to the next sentence hereof, if Pledgor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a Distribution distribution in connection with any reclassification, increase, or reduction of capital, capital or issued in connection with any reorganization), or any option or Rights rights arising from or relating to any of the Capital Stock Collateral, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Capital Stock Collateral, or otherwise, Pledgor agrees to accept the same as Administrative Agent's agent and to hold the same in trust on behalf of and for the benefit of Administrative Agent, and to deliver the same immediately to Administrative Agent Agent, in the exact form received, with appropriate undated stock, partnership interest, LLC membership interest, or similar powers, duly executed in blank, to be held by Administrative Agent, subject to the terms hereof, as Capital Stock Collateral. Unless an Event of Default is in existence or would occur as a result thereof, Pledgor shall be entitled to receive and utilize for its own purposes, all cash Distributions distributions (other than Distributions distributions constituting a return of capital) paid in respect of any of the Capital Stock Collateral. Administrative Agent shall be entitled to all Distributionsdistributions, and to any sums paid upon or in respect of any Capital Stock Collateral, upon the liquidation, dissolution, or reorganization of the issuer Issuer thereof or which constitute a return of capital capital, which distribution shall be paid to Administrative Agent Agent, to be held by it as additional collateral Capital Stock Collateral security for the Obligations and Obligations, or for application to the Obligations at the discretion of Administrative Agent. All Distributions distributions paid or distributed in respect of the Capital Stock Collateral which are received by Pledgor in violation of this Agreement shall, until paid or delivered to Administrative Agent, be held by Pledgor in trust as additional Capital Stock Collateral for the Obligations.

Appears in 1 contract

Samples: Pledge Agreement (Star Telecommunications Inc)

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Right to Distributions. So long as no Event of ---------------------- Default has occurred and is continuing, the Pledgor shall be entitled to receive and retain any cash dividends paid in respect of the Pledged Shares pledged by it hereunder. With respect to any certificates, bonds, Pledged Shares or other instruments instruments, investment property or securities constituting a part of the Collateral, Administrative Agent the Trustee shall have authority during the continuance of if an Event of DefaultDefault shall have occurred and be continuing, without notice to the Pledgor, either to have the same registered in Administrative Agentthe Trustee's name or in the name of a nominee, and, with or without such registration, to demand of the issuer thereofPledgor, and to receive and receipt for, any and all Distributions distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Subject to If the next sentence hereof, if Pledgor shall become entitled to receive or shall receive any interest in or certificate representing (including, without limitation, any interest in or certificate representing a Distribution distribution in connection with any reclassification, increase, or reduction of capital, or issued in connection with any reorganization), or any option or Rights rights arising from or relating to to, any of the Collateral, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, the Pledgor agrees to accept the same as Administrative Agentthe Trustee's agent and to hold the same in trust on behalf of and for the benefit of Administrative Agentthe Trustee, and to deliver the same immediately to Administrative Agent the Trustee in the exact form received, with appropriate undated stock, partnership interest, LLC membership interest, stock or similar powers, duly executed in blank, to be held by Administrative Agentthe Trustee, subject to the terms hereof, as Collateral. Unless If an Event of Default is in existence or would occur as a result thereofshall have occurred and be continuing, Pledgor shall be entitled to receive and utilize for its own purposes, all cash Distributions (other than Distributions constituting a return of capital) paid in respect of any of the Collateral. Administrative Agent Trustee shall be entitled to all Distributions, distributions and to any sums paid upon or in respect of any Collateral, including, without limitation, upon the liquidation, dissolution, dissolution or reorganization of the issuer thereof or which constitute a return Pledgor, all of capital which shall be promptly paid to Administrative Agent the Trustee to be held by it as additional collateral security for the Obligations and application and/or applied to the Obligations at the discretion of Administrative Agentthe Trustee. All Distributions distributions paid or distributed in respect of the Collateral which are received by the Pledgor in violation of this Agreement or the Indenture shall, until paid or delivered to Administrative Agentthe Trustee, be held by the Pledgor in trust as additional Collateral for the Obligations.

Appears in 1 contract

Samples: Issuer Pledge Agreement (Isle of Capri Black Hawk Capital Corp)

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