Common use of Right to Receive Distributions on Collateral Clause in Contracts

Right to Receive Distributions on Collateral. Prior to the occurrence of any Event of Default, the Pledgor shall be entitled to receive all cash dividends, if any, on the Pledged Stock. Upon the occurrence and during the continuance of an Event of Default, the Company shall be entitled to retain all dividends and other payments and distributions made upon or with respect to the Collateral and the Pledgor shall take all such action as the Company may deem necessary or appropriate to give effect to such right and all such dividends and other payments and distributions which are received by the Pledgor shall be received in trust for the benefit of the Company and shall, forthwith upon demand by the Company during the continuance of an Event of Default, be paid over to the Company as Collateral in the same form as received (with any necessary endorsement). After all Events of Default that shall have occurred have been cured, the Company's right to retain dividends, interest and other payments and distributions under this Section 6 shall cease and the Company shall pay over to the Pledgor any such Collateral retained by the Company during the continuance of an Event of Default. Any non-cash dividends and other payments or distributions shall be immediately pledged to the Company hereunder.

Appears in 3 contracts

Samples: Pledge Agreement (Lendingtree Inc), Pledge Agreement (Lendingtree Inc), Pledge Agreement (Lendingtree Inc)

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Right to Receive Distributions on Collateral. Prior The Pledgors shall have the right to receive and retain all dividends, interest and other payments and distributions made upon or with respect to the occurrence Collateral in the absence of any Event of a Default, the Pledgor shall be entitled to receive all cash dividends, if any, on the Pledged Stock. Upon the occurrence and during the continuance of an Event of any Default, the Company Collateral Agent shall be entitled have the right to receive and to retain as Collateral hereunder all dividends dividends, interest and other payments and distributions made upon or with respect to the Collateral and the Pledgor Pledgors shall take all such action as the Company Collateral Agent may deem necessary or appropriate to give effect to such right and all right. All such dividends dividends, interest and other payments and distributions which are received by the any Pledgor with respect to its Pledged Notes shall be received in trust for the benefit of the Company Collateral Agent and the Secured Parties and, if the Collateral Agent so directs upon the occurrence and during the continuance of a Default, shall be segregated from other funds of such Pledgor and shall, forthwith upon demand by the Company Collateral Agent during the continuance of an Event of a Default, be paid over to the Company Collateral Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Default Defaults that shall have occurred have been cured, the CompanyCollateral Agent's right to retain dividends, interest and other payments and distributions under this Section 6 shall cease and the Company Collateral Agent shall pay over to the relevant Pledgor any such Collateral retained by the Company Collateral Agent during the continuance of an Event of a Default. Any non-cash dividends and other payments or distributions shall be immediately pledged to the Company hereunder.

Appears in 2 contracts

Samples: Credit Agreement (Gerber Scientific Inc), Credit Agreement (Gerber Scientific Inc)

Right to Receive Distributions on Collateral. Prior to the occurrence of any (a) So long as no Event of DefaultDefault shall at any applicable time have occurred and be continuing, the Pledgor shall be entitled have the right to receive all dividends (in cash dividendsor specie), if anyinterest, on returns of capital and other payments or distributions made upon or with respect to, and all options and rights issued in connection with, the Pledged Stock. Upon Collateral. (b) The Collateral Agent shall, upon the occurrence and during the continuance of an Event of Default, have the Company shall be entitled right to receive (for deposit in the Collateral Account, if cash) and to retain as Collateral hereunder all dividends (in cash or specie), interest and other payments and distributions made upon or with respect to the Collateral and the Pledgor shall take all such action as the Company Collateral Agent may deem necessary or appropriate to give effect to such right and all right. All such dividends dividends, interest and other payments and distributions which are received by the Pledgor Pledgor, upon the occurrence and during the continuance of an Event of Default, shall be received in trust for the benefit of the Company Collateral Agent and the other Secured Parties and, if the Collateral Agent so directs, upon the occurrence and during the continuance of an Event of Default, shall be segregated from other funds of the Pledgor and shall, forthwith upon demand by the Company Collateral Agent during the continuance of an Event of Default, be paid over to the Company Collateral Agent as Collateral in the same form as received (with any necessary endorsement, and accompanied by any necessary stock powers executed by the Pledgor). After all Events of Default that shall have occurred have been cured, the CompanyCollateral Agent's right to retain dividends, interest and other payments and distributions under this Section 6 shall cease and the Company Collateral Agent shall pay over to the Pledgor any such Collateral retained by the Company Collateral Agent during the continuance of an Event of Default. Any non-cash dividends and other payments or distributions shall be immediately pledged to the Company hereunder.

Appears in 2 contracts

Samples: Credit Agreement (Jato Communications Corp), Credit Agreement (Jato Communications Corp)

Right to Receive Distributions on Collateral. Prior to The Agent shall have the occurrence of any Event of Default, the Pledgor shall be entitled right to receive all cash dividendsand, if any, on the Pledged Stock. Upon upon the occurrence and during the continuance of an Event of any Default, the Company shall be entitled to retain as Collateral hereunder all dividends dividends, interest and other payments and distributions made upon or with respect to the Collateral and the Pledgor Holdings shall take all such action as the Company Agent may deem necessary or appropriate to give effect to such right; provided that until the Agent exercises the remedies of sale or foreclosure afforded under Section 10 hereof, the Agent shall have no right to receive or retain, and all Holdings shall have the right to receive and retain, any distributions made to Holdings in accordance with Section 8.04(iii) of the Credit Agreement ("Exempt Proceeds"). All such dividends dividends, interest and other payments and distributions (other than Exempt Proceeds) which are received by the Pledgor Holdings shall be received in trust for the benefit of the Company Agent and the Secured Parties and, if the Agent so directs upon the occurrence and during the continuance of a Default, shall be segregated from other funds of Holdings and shall, forthwith upon demand by the Company Agent during the continuance of an Event of a Default, be paid over to the Company Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Default Defaults that shall have occurred have been cured, the CompanyAgent's right to retain dividends, interest and other payments and distributions under this Section 6 7 shall cease and the Company Agent shall pay over to the Pledgor Holdings any such Collateral retained by the Company Agent during the continuance of an Event of a Default. Any non-cash dividends and other payments or distributions shall be immediately pledged to the Company hereunder.

Appears in 2 contracts

Samples: Credit Agreement (Lets Talk Cellular & Wireless Inc), Credit Agreement (Lets Talk Cellular & Wireless Inc)

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Right to Receive Distributions on Collateral. Prior to the occurrence of any Event of Default, the Pledgor shall be entitled to receive all cash dividends, if any, on the Pledged Stock. Upon the occurrence and during the continuance of an Event of Default, the Company shall be entitled to retain all dividends and other payments and distributions made upon or with respect to the Collateral and the Pledgor shall take all such action as the Company may deem necessary or appropriate to give effect to such right and all such dividends and other payments and distributions which are received by the Pledgor shall be received in trust for the benefit of the Company and shall, forthwith upon demand by the Company during the continuance of an Event of Default, be paid over to the Company as Collateral in the same form as received (with any necessary endorsement). After all Events of Default that shall have occurred have been cured, the Company's right to retain dividends, interest and other payments and distributions under this Section 6 7 shall cease and the Company shall pay over to the Pledgor any such Collateral retained by the Company during the continuance of an Event of Default. Any non-cash dividends and other payments or distributions shall be immediately pledged to the Company hereunder.

Appears in 2 contracts

Samples: Pledge Agreement (Lendingtree Inc), Pledge Agreement (Lendingtree Inc)

Right to Receive Distributions on Collateral. Prior to The Lender shall have the occurrence of any Event of Default, the Pledgor shall be entitled right to receive all cash dividendsand, if any, on the Pledged Stock. Upon upon the occurrence and during the continuance of an any Event of Default, the Company shall be entitled to retain as Collateral hereunder all dividends dividends, interest and other payments and distributions made upon or with respect to the Collateral and the Pledgor Company shall take all such action as the Company Agent may deem necessary or appropriate to give effect to such right and all right. All such dividends dividends, interest and other payments and distributions which are received by the Pledgor Company shall be received in trust as Collateral for the benefit of the Lender and the Secured Party and, if the Lender so directs upon the occurrence and during the continuance of an Event of Default, shall be segregated from other funds of the Company and shall, forthwith upon demand by the Company Lender during the continuance of an Event of Default, be paid over to the Company Lender as Collateral in the same form as received (with any necessary endorsement). After all Events of Default that shall have occurred have been cured, the Company's Lender’s right to retain dividends, interest and other payments and distributions under this Section 6 7 shall cease and the Company Lender shall promptly pay over to the Pledgor Company any such Collateral retained by the Company Lender during the continuance of an Event such Events of Default. Any non-cash dividends To the extent the declaration and payment of a dividend, interest or other payments or distributions shall be immediately pledged payment and distribution to the Company hereunderwith respect to the Collateral is not prohibited by the Loan Agreement, then, so long as no Default or Event of Default then exists, the Lender shall allow the Company to receive and retain the same. Notwithstanding the foregoing, all distributions of Pledged Stock shall be received and retained by the Lender as Collateral.

Appears in 1 contract

Samples: Subsidiary Pledge Agreement (Sunlink Health Systems Inc)

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