Common use of Rights to Collateral Clause in Contracts

Rights to Collateral. (a) So long as no Event of Default shall have occurred and be continuing (or would occur by virtue thereof) under any of the Secured Obligations (an “Event of Default”), Grantor shall be entitled to: (i) exercise any and all voting and consensual rights and powers relating or pertain­ing to the Collateral; and (ii) receive and retain any and all regular cash dividends made or payable on or in respect of the Collateral. Any such distributions received by the Grantor shall be held in trust for Secured Party and shall be delivered to Secured Party within five calendar days of the Grantor's receipt thereof absent the occurrence and continuance of an Event of Default and subject to the following sentence. Notwithstanding anything to the contrary in the foregoing, any and all special or liquidating or other dividends, and other distributions of securities or other assets or properties made on or in respect of or received in exchange for Collateral (whether as a result of a distribution, redemption, conversion, exchange, stock dividend, spin-off, subdivision, combination, reclassification, recapitalization, merger, consolidation, dissolution or otherwise) shall be and become part of the Collateral, and, if received by Grantor, shall be held in trust for, and delivered immediately to, Secured Party (accompanied by appropriate stock powers or other appropriate assignment documentation) to be held as Collateral pursuant hereto.

Appears in 2 contracts

Samples: Pledge Agreement (Interactive Brand Development Inc.), Pledge Agreement (Interactive Brand Development Inc.)

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Rights to Collateral. (a) So long as no Event of Default shall have occurred and be continuing (or would occur by virtue thereof) under any of the Secured Obligations Note (an "Event of Default"), Grantor Borrower shall be entitled to: (i) subject to the terms of that certain Stockholders Agreement dated as of the date hereof among the Borrower, the Secured Party and Michael S. Steiner (the "Stockholders' Agreement") exercise any and all voting and anx xxx xxx xxxxxx xnd consensual rights and powers relating or pertain­ing pertaining to the Collateral; and (ii) receive and retain any and all regular cash dividends made or payable on or in respect of the Collateral. Any such distributions received by the Grantor Borrower shall be held in trust for Secured Party and shall be delivered to Secured Party within five calendar days of the GrantorBorrower's receipt thereof absent the occurrence and continuance of an Event of Default and subject to the following sentence. Notwithstanding anything to the contrary in the foregoing, any and all special or liquidating or other dividends, and other distributions of securities or other assets or properties made on or in respect of or received in exchange for Collateral (whether as a result of a distribution, redemption, conversion, exchange, stock dividend, spin-off, subdivision, combination, reclassification, recapitalization, merger, consolidation, dissolution or otherwise) shall be and become part of the Collateral, and, if received by GrantorBorrower, shall be held in trust for, and delivered immediately to, Secured Party (accompanied by appropriate stock powers or other appropriate assignment documentation) to be held as Collateral pursuant hereto.

Appears in 1 contract

Samples: Security Agreement (Dryclean Usa Inc)

Rights to Collateral. (a) So long as no Event of Default shall have occurred and be continuing (or would occur by virtue thereof) under any of the Secured Obligations (an “Event of Default”), Grantor shall be entitled to: (i) exercise any and all voting and consensual rights and powers relating or pertain­ing pertaining to the Collateral; and (ii) receive and retain any and all regular cash dividends made or payable on or in respect of the Collateral. Any such distributions received by the Grantor shall be held in trust for Secured Party and shall be delivered to Secured Party within five calendar days of the Grantor's receipt thereof absent the occurrence and continuance of an Event of Default and subject to the following sentence. Notwithstanding anything to the contrary in the foregoing, any and all special or liquidating or other dividends, and other distributions of securities or other assets or properties made on or in respect of or received in exchange for Collateral (whether as a result of a distribution, redemption, conversion, exchange, stock dividend, spin-off, subdivision, combination, reclassification, recapitalization, merger, consolidation, dissolution or otherwise) shall be and become part of the Collateral, and, if received by Grantor, shall be held in trust for, and delivered immediately to, Secured Party (accompanied by appropriate stock powers or other appropriate assignment documentation) to be held as Collateral pursuant hereto.

Appears in 1 contract

Samples: Pledge Agreement (Interactive Brand Development Inc.)

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Rights to Collateral. (a) So long as no Event of Default shall have occurred and be continuing (or would occur by virtue thereof) under any of the Secured Obligations Note (an "Event of Default"), Grantor Borrower shall be entitled to: (i) subject to the terms of that certain Stockholders Agreement dated as of the date hereof among the Borrower, the Secured Party and William K. Steiner (the "Stockholders' Agreement") exercise any and all voting and anx xxx xxx xxxxxx xnd consensual rights and powers relating or pertain­ing pertaining to the Collateral; and (ii) receive and retain any and all regular cash dividends made or payable on or in respect of the Collateral. Any such distributions received by the Grantor Borrower shall be held in trust for Secured Party and shall be delivered to Secured Party within five calendar days of the GrantorBorrower's receipt thereof absent the occurrence and continuance of an Event of Default and subject to the following sentence. Notwithstanding anything to the contrary in the foregoing, any and all special or liquidating or other dividends, and other distributions of securities or other assets or properties made on or in respect of or received in exchange for Collateral (whether as a result of a distribution, redemption, conversion, exchange, stock dividend, spin-off, subdivision, combination, reclassification, recapitalization, merger, consolidation, dissolution or otherwise) shall be and become part of the Collateral, and, if received by GrantorBorrower, shall be held in trust for, and delivered immediately to, Secured Party (accompanied by appropriate stock powers or other appropriate assignment documentation) to be held as Collateral pursuant hereto.

Appears in 1 contract

Samples: Security Agreement (Dryclean Usa Inc)

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