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

Right to Receive Distributions on Collateral. Unless an Event of Default shall have occurred and be continuing, each Pledgor shall have the right to receive all dividends, interest and other payments and distributions made upon or with respect to Collateral pledged by it hereunder. If an Event of Default shall have occurred and be continuing, the Administrative Agent shall have the right receive and to retain as Collateral hereunder all dividends, interest and other payments and distributions made upon or with respect to the Collateral and each Pledgor shall take all such action as the Administrative Agent may deem necessary or appropriate to give effect to such right. All such dividends, interest and other payments and distributions which are received by any Pledgor shall be received in trust for the benefit of the Agents and the Banks and, if the Administrative Agent so directs shall be segregated from other funds of such Pledgor and shall, forthwith upon demand by the Administrative Agent, be paid over to the Administrative Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Defaults have been cured, the Administrative Agent's right to retain dividends, interest and other payments and distributions under this Section 7 shall cease and the Administrative Agent shall pay over to each Pledgor any such Collateral pledged by such Pledgor hereunder retained by the Administrative Agent during the continuance of an Event of Default.

Right to Receive Distributions on Collateral. Unless an Event of Default shall have occurred and be continuing, each Pledgor The Administrative Agent shall have the right to receive all dividendsand, interest and other payments and distributions made upon or with respect to Collateral pledged by it hereunder. If an during the continuance of any Event of Default shall have occurred and be continuingDefault, the Administrative Agent shall have the right receive and to retain as Collateral hereunder all dividends, interest and other payments and distributions made upon or with respect to the Collateral of each Obligor and each Pledgor Obligor shall take all such action as the Administrative Agent may deem necessary or appropriate to give effect to such right; provided that (i) unless an Event of Default has occurred and is continuing, the foregoing sentence shall not apply to Cash Distributions and (ii) with respect to dividends, interest and other payments and distributions made upon or with respect to the Collateral of any Obligor consisting of any Pledged Equity Interests issued by any Issuer that is a Foreign Subsidiary, the Administrative Agent shall have the rights set forth in the foregoing sentence only to the extent permitted by the laws of the jurisdiction in which such Issuer is incorporated. All such dividends, interest and other payments and distributions which are received by any Pledgor Obligor (except Cash Distributions received when no Event of Default has occurred and is continuing) shall be received in trust for the benefit of the Agents and the Banks Secured Parties and, if the Administrative Agent so directs during the continuance of an Event of Default, shall be segregated from other funds of such Pledgor Obligor and shall, forthwith upon demand by the Administrative AgentAgent during the continuance of an Event of Default, be paid over to the Administrative Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Defaults have been cured, the Administrative Agent's ’s right to retain dividends, interest and other payments and distributions (including Cash Distributions) under this Section 7 shall cease and the Administrative Agent shall pay over to each Pledgor Obligor any such Collateral pledged by of such Pledgor hereunder Obligor retained by the Administrative Agent it during the continuance of an Event of Default.

Right to Receive Distributions on Collateral. Unless an Event of Default shall have occurred and be continuing, each Pledgor The Agent shall have the right to receive all dividendsand, interest upon the occurrence and other payments and distributions made upon or with respect to Collateral pledged by it hereunder. If an Event during the continuance of Default shall have occurred and be continuingany Default, the Administrative Agent shall have the right receive and to retain as Collateral hereunder all dividends, interest and other payments and distributions made upon or with respect to the Collateral and each Pledgor HIG shall take all such action as the Administrative 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 HIG shall have the right to receive and retain, any distributions made to HIG in accordance with Section 8.04(iii) of the Credit Agreement ("Exempt Proceeds"). All such dividends, interest and other payments and distributions (other than Exempt Proceeds) which 5 195 are received by any Pledgor HIG shall be received in trust for the benefit of the Agents Agent and the Banks Secured Parties and, if the Administrative Agent so directs upon the occurrence and during the continuance of a Default, shall be segregated from other funds of such Pledgor HIG and shall, forthwith upon demand by the Administrative AgentAgent during the continuance of a Default, be paid over to the Administrative Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Defaults that shall have occurred have been cured, the Administrative Agent's right to retain dividends, interest and other payments and distributions under this Section 7 shall cease and the Administrative Agent shall pay over to each Pledgor HIG any such Collateral pledged by such Pledgor hereunder retained by the Administrative Agent during the continuance of an Event of a Default.

Right to Receive Distributions on Collateral. Unless an Upon the occurrence and during the continuance of any Event of Default shall have occurred and be continuingDefault, each Pledgor the Agent shall have the right to receive all dividends, interest and other payments and distributions made upon or with respect to Collateral pledged by it hereunder. If an Event of Default shall have occurred and be continuing, the Administrative Agent shall have the right receive and to retain as Collateral hereunder all dividends, interest and other payments and distributions made upon or with respect to the Collateral and each the Pledgor shall take all such action as the Administrative Agent may deem necessary or appropriate to give effect to such right. All Upon the occurrence and during the continuance of any Event of Default, all such dividends, interest and other payments and distributions which are received by any the Pledgor shall be received in trust as Collateral for the benefit of the Agents Agent and the Banks Secured Parties and, if the Administrative Agent so directs directs, shall be segregated from other funds of such the Pledgor and shall, forthwith upon demand by the Administrative AgentAgent during the continuance of an Event of Default, be paid over to the Administrative Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Defaults Default that shall have occurred have been cured, the Administrative Agent's right to retain dividends, interest and other payments and distributions under this Section 7 shall cease and the Administrative Agent shall pay over to each the Pledgor any such Collateral pledged by such Pledgor hereunder retained by the Administrative Agent during the continuance of an Event of Default.

Right to Receive Distributions on Collateral. Unless an Event of Default shall have occurred and be continuing, each Pledgor The Administrative Agent shall have the right to receive all dividendsand, interest and other payments and distributions made upon or with respect to Collateral pledged by it hereunder. If an during the continuance of any Event of Default shall have occurred and be continuingDefault, the Administrative Agent shall have the right receive and to retain as Collateral hereunder all dividends, interest and other payments and distributions made upon or with respect to the Collateral and each Pledgor shall take all such action as the Administrative Agent may deem necessary or appropriate to give effect to such right. All During the continuance of any Event of Default, all such dividends, interest and other payments and distributions which are received by any Pledgor with respect to the Collateral shall be received in trust for the benefit of the Agents Administrative Agent and the Banks other Secured Parties and, if the Administrative Agent so directs during the continuance of an Event of Default, shall be segregated from other funds of such Pledgor and shall, forthwith upon demand by the Administrative AgentAgent during the continuance of an Event of Default, be paid over to the Administrative Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Defaults have been cured, the Administrative Agent's right to retain dividends, interest and other payments and distributions in respect of the Collateral under this Section 7 shall cease and the Administrative Agent shall pay over to each Pledgor the Pledgors any such Collateral pledged by such Pledgor hereunder retained by the Administrative Agent it during the continuance of an Event of Default.

Right to Receive Distributions on Collateral. Unless an Event of Default shall have occurred and be continuing, each Pledgor shall have the right to receive all dividends, interest and other payments and distributions made upon or with respect to Collateral pledged by it hereunder. If an Event of Default shall have occurred and be continuing, the Administrative Agent shall have the right to receive and to retain as Collateral hereunder all dividends, interest and other payments and distributions made upon or with respect to the Collateral and each Pledgor shall take all such action as the Administrative Agent may deem necessary or appropriate to give effect to such right. All such dividends, interest and other payments and distributions which are received by any Pledgor shall be received in trust for the benefit of the Agents and the Banks Secured Parties and, if the Administrative Agent so directs shall be segregated from other funds of such Pledgor and shall, forthwith upon demand by the Administrative Agent, be paid over to the Administrative Agent as Collateral in the same form as received (with any necessary endorsement). After all Events of Defaults have been cured, the Administrative Agent's right to retain dividends, interest and other payments and distributions under this Section 7 shall cease and the Administrative Agent shall pay over to each Pledgor any such Collateral pledged by such Pledgor hereunder retained by the Administrative Agent during the continuance of an Event of Default.