Common use of Rights of the Administrative Agent Clause in Contracts

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuing, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions paid in respect of the Interests and make application thereof to the Obligations in such order as it may determine, and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership and other rights pertaining to the Interests and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to the Interests as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership structure of Partnership, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the Interests, and in connection therewith, the right to deposit and deliver any and all of the Interests with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuing, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions paid in respect of the Interests and make application thereof to the Obligations in such order as it may determine, and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership membership and other rights pertaining to the Interests and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to the Interests as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of PartnershipCorporation, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the Interests, and in connection therewith, the right to deposit and deliver any and all of the Interests with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Interests Pledged Stock and make application thereof to the Obligations in such the order as it may determine, set forth in Section 10 of the Security Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests Pledged Stock shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership corporate and other rights pertaining to such shares of the Interests Pledged Stock at any meeting of shareholders of the applicable Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such shares of the Interests Pledged Stock as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipthe applicable Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsPledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Interests Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (aA) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash dividends, distributions or other payments paid in respect of the Interests Collateral and make application thereof to the Obligations Secured Obligations, in such the order as it may determine, set forth in Section 4.5 of the Credit Agreement and (ii) to the extent permitted by applicable lawif applicable, all shares or certificates of or evidencing the Interests Collateral shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership corporate and other rights pertaining to such Collateral at any meeting of shareholders, partners, members or other owners of the Interests applicable Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to the Interests such Collateral as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests Collateral upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the corporate, company or partnership structure of Partnershipthe applicable Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsCollateral, and in connection therewith, the right to deposit and deliver any and all of the Interests Collateral with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Pledged Stock and partnership distributions in respect of the Partnership Interests and make application thereof to the Obligations in such the order as it may determine, set forth in Section 4.5 of the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests Pledged Stock shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership corporate and other rights pertaining to such shares of the Interests Pledged Stock at any meeting of shareholders of the applicable Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such shares of the Interests Pledged Stock as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipthe applicable Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsPledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Interests Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash dividends and distributions paid in respect of the Interests Collateral and make application thereof to the Secured Obligations in such the order as it may determine, set forth in the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests Pledged Stock shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership corporate and other rights pertaining to such shares of the Interests Pledged Stock at any meeting of shareholders of each Issuer or otherwise and (B) any and all rights of conversion, exchange, exchange and subscription and any other rights, privileges or options pertaining to such shares of the Interests Pledged Stock as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipany Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsPledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Interests Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it; PROVIDED, but that the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgors, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Pledged Stock or partnership and membership distributions in respect of the Partnership/LLC Interests and make application thereof to the Obligations in such order as it may determine, accordance with Section 4.5 of the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Pledged Stock and the Partnership/LLC Interests represented by instruments shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership corporate, partnership, membership and other rights pertaining to such Collateral at any meeting of shareholders, partners or members of the Interests applicable entity or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to the Interests such Collateral as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests Collateral upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipthe applicable entity, or upon the exercise by the relevant Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsCollateral, and in connection therewith, the right to deposit and deliver any and all of the Interests Collateral with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to any Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing on or after the Borrowing Date and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Interests Pledged Stock and make application thereof to the Obligations in such the order as it may determine, set forth in the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests Pledged Stock shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise exercise, in a commercially reasonable manner but otherwise in its discretion, (A) all voting, partnership corporate and other rights pertaining to such shares of the Interests Pledged Stock at any meeting of shareholders of the Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such shares of the Interests as if it were the absolute owner thereof Pledged Stock (including, without limitation, the right to exchange at its discretion any and all of the Interests Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipthe Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsPledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Interests Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event respect of Default shall occur the Pledged Stock or partnership and be continuing, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash membership distributions paid in respect of the Partnership/LLC Interests and make application thereof to the Obligations in such order as it may determine, accordance with Paragraph 15 hereof and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Pledged Stock and the Partnership/LLC Interests represented by instruments shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership corporate, partnership, membership and other rights pertaining to such Collateral at any meeting of shareholders, partners or members of the Interests applicable entity or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to the Interests such Collateral as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests Collateral upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipthe applicable entity, or upon the exercise by the relevant Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsCollateral, and in connection therewith, the right to deposit and deliver any and all of the Interests Collateral with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to any Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuing, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions paid in respect of the Interests and make application thereof to the Obligations in such order as it may determine, and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership membership and other rights pertaining to the Interests and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to the Interests as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Interests upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership organizational structure of PartnershipLLC, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the Interests, and in connection therewith, the right to deposit and deliver any and all of the Interests with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash payments or distributions paid made in respect of the Pledged Interests and make application thereof to the Obligations in such the order as it may determine, set forth in the Credit Agreement and (ii) to all of the extent permitted by applicable law, all shares or certificates of or evidencing the Pledged Interests shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise exercise, in a commercially reasonable manner but otherwise in its discretion (A) all voting, partnership voting and other partnership rights pertaining to such Pledged Interests at any meeting of partners of the Interests Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to the such Pledged Interests as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Pledged Interests upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership structure of Partnershipthe Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the Pledged Interests, and in connection therewith, the right to deposit and deliver any and all of the Pledged Interests with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Interests Pledged Stock and make application thereof to the Obligations in such the order as it may determine, set forth in the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests Pledged Stock shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise exercise, in a commercially reasonable manner but otherwise in its discretion, (A) all voting, partnership corporate and other rights pertaining to such shares of the Interests Pledged Stock at any meeting of shareholders of the Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such shares of the Interests as if it were the absolute owner thereof Pledged Stock (including, without limitation, the right to exchange at its discretion any and all of the Interests Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipthe Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsPledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Interests Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Pledged Stock and partnership and membership distributions in respect of the Partnership/LLC Interests and make application thereof to the Obligations in such the order as it may determine, set forth in Section 4.5 of the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Pledged Stock and the Partnership/LLC Interests shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise (A) all voting, partnership corporate, partnership, membership and other rights pertaining to such shares of the Pledged Stock or Partnership/LLC Interests at any meeting of shareholders, partners or members of the applicable Issuer or Partnership/LLC or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such shares of the Pledged Stock or Partnership/LLC Interests as if it were the absolute owner thereof (including, without limitation, the right to exchange at its discretion any and all of the Pledged Stock or Partnership/LLC Interests upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership structure of Partnership, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the Interests, and in connection therewith, the right to deposit and deliver any and all of the Interests with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.,

Rights of the Administrative Agent. (a) If an Event of Default shall occur and be continuingcontinuing on and after the Borrowing Date and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Interests Pledged Stock and make application thereof to the Obligations in such the order as it may determine, set forth in the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests Pledged Stock shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise exercise, in a commercially reasonable manner but otherwise in its discretion, (A) all voting, partnership corporate and other rights pertaining to such shares of the Interests Pledged Stock at any meeting of shareholders of each Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such shares of the Interests as if it were the absolute owner thereof Pledged Stock (including, without limitation, the right to exchange at its discretion any and all of the Interests Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipeach Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsPledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Interests Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.

Rights of the Administrative Agent. (a) If an Event of Default shall occur on or after the Borrowing Date and be continuingcontinuing and the Administrative Agent shall give notice of its intent to exercise such rights to the Pledgor, (i) the Administrative Agent shall have the right to receive and shall receive any and all cash distributions dividends paid in respect of the Interests Pledged Stock and make application thereof to the Obligations in such the order as it may determine, set forth in the Credit Agreement and (ii) to the extent permitted by applicable law, all shares or certificates of or evidencing the Interests Pledged Stock shall be registered in the name of the Administrative Agent or its nominee, and (whether or not so registered) the Administrative Agent or its nominee may thereafter exercise exercise, in a commercially reasonable manner but otherwise in its discretion, (A) all voting, partnership corporate and other rights pertaining to such shares of the Interests Pledged Stock at any meeting of shareholders of the Issuer or otherwise and (B) any and all rights of conversion, exchange, subscription and any other rights, privileges or options pertaining to such shares of the Interests as if it were the absolute owner thereof Pledged Stock (including, without limitation, the right to exchange at its discretion any and all of the Interests Pledged Stock upon the merger, consolidation, reorganization, recapitalization or other fundamental change in the partnership corporate structure of Partnershipthe Issuer, or upon the exercise by the Pledgor or the Administrative Agent of any right, privilege or option pertaining to such shares or certificates of or evidencing the InterestsPledged Stock, and in connection therewith, the right to deposit and deliver any and all of the Interests Pledged Stock with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as it may determine), all without liability except to account for property actually received by it, but the Administrative Agent shall have no duty to the Pledgor to exercise any such right, privilege or option and shall not be responsible for any failure to do so or delay in so doing.