Common use of Rights to Dividends and Distributions Clause in Contracts

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party shall have authority if an Event of Default exists either to have the same registered in Secured Party’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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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, Grantor agrees to accept the same as Secured Party’s agent and to hold the same in trust on behalf of and for the benefit of Secured Party, and to deliver the same immediately to Secured Party in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Party, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreement, Grantor shall be entitled to receive all cash dividends distributions not representing a return of capital or liquidating dividend paid or distributed with respect to the Pledged Equity Interest, other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party shall be entitled to all dividends and distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof which shall be paid to Secured Party to be held by it as additional collateral security for and application to the Secured Obligations as provided in the Credit Agreement and other Loan Documents. All dividends, distributions and Proceeds paid or distributed in respect of the Collateral which are received by Grantor in violation of this Agreement shall, until paid or delivered to Secured Party, be held by Grantor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificatesPledged Equity Interests, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party Administrative Agent shall have authority if an Event of Default exists and is continuing, either to have the same registered in Secured PartyAdministrative 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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party The Administrative Agent shall endeavor send to provide the respective Grantor with notice of Administrative Agent’s election to take any such action by Secured Party pursuant to described in the preceding sentence; provided, provided any failure of any Grantor to provide receive any such notice shall not invalidate any action taken by Administrative Agent or impair any right or action of Secured Party or any Secured Creditorits rights. If any Grantor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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 CollateralPledged Equity Interests, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the CollateralPledged Equity Interests, or otherwise, each Grantor agrees to accept the same as Secured PartyAdministrative Agent’s agent and to hold the same in trust on behalf of and for the benefit of Secured PartyAdministrative Agent, and to deliver the same immediately to Secured Party Administrative Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyAdministrative Agent, subject to the terms hereof, as CollateralPledged Equity Interests. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementexists, each Grantor shall be entitled to receive all cash dividends and distributions not representing a return paid in respect of capital or liquidating dividend paid or distributed with respect to the Pledged Equity InterestInterests, (subject to the restrictions of any other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default existsLoan Document). Secured Party Administrative Agent shall be entitled to all dividends and distributions, and to any sums paid upon or in respect of any CollateralPledged Equity Interests, upon the liquidation, dissolution, or reorganization of the issuer thereof (except those constituting Dispositions permitted under the Credit Agreement) which shall be paid to Secured Party Administrative Agent to be held by it as additional collateral security for and application to the Secured Obligations as provided in at the Credit Agreement and other Loan Documentsdiscretion of Administrative Agent. All dividends, distributions and Proceeds dividends paid or distributed in respect of the Collateral Pledged Equity Interests which are received by any Grantor in violation of this Agreement shall, until paid or delivered to Secured PartyAdministrative Agent, be held by each Grantor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party the Administrative Lender shall have authority if during the continuance of an Event of Default exists Default, either to have the same registered in Secured Party’s the Administrative Lender'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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If any Grantor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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 CollateralCollateral that is evidenced by a certificate or other instrument or security, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, such Grantor agrees to accept the same as Secured Party’s the Administrative Lender's agent and to hold the same in trust on behalf of and for the benefit of Secured Partythe Administrative Lender, and and, after receipt of written notice from the Administrative Lender, to deliver the same immediately to Secured Party the Administrative Lender in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Partythe Administrative Lender, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementis in existence, such Grantor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect to the Pledged Equity Interest, other than dividends or distributions or interests payable in Equity Interests any of the issuer Collateral. During the continuance of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists(provided that any Advances or Letters of Credit are outstanding). Secured Party , the Administrative Lender shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, and to any additional securities issued in respect of the Securities Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof thereof, all of which shall be paid to Secured Party the Administrative Lender to be held by it as additional collateral security for and application to the Secured Obligations as provided in the Credit Agreement and other Loan Documents. All dividends, distributions and Proceeds paid or distributed in respect of the Collateral which are received by Grantor in violation of this Agreement shall, until paid or delivered to Secured Party, be held by Grantor in trust as additional Collateral for the Secured ObligationsCollateral.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party the Collateral Agent shall have authority if during the continuance of an Event of Default exists Default, either to have the same registered in Secured Party’s the Collateral Agent's name or in the name of a nominee, and, with or without such registration, upon such notification to demand of the issuer thereof, and to receive and receipt for, any and all dividends and distributions Dividends (including any stock or similar dividend or distributionDividend) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to If the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor Debtor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or a distribution Dividend 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 CollateralCollateral that is evidenced by a certificate or other instrument or security, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, Grantor the Debtor agrees to accept the same as Secured Party’s the Collateral Agent's agent and to hold the same in trust on behalf of and for the benefit of Secured Partythe Collateral Agent, and and, after receipt of written notice from the Collateral Agent, to deliver the same immediately to Secured Party the Collateral Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Partythe Collateral Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to is in existence, the Credit Agreement, Grantor Debtor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect any of the Collateral (subject to the Pledged Equity Interest, restrictions of any other than dividends or distributions or interests payable in Equity Interests Loan Document). During the continuance of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party Default, the Collateral Agent shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, and to any additional securities issued in respect of the Securities Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof thereof, all of which shall be paid to Secured Party the Collateral Agent to be held by it as additional collateral security for the Obligations and application to the Secured Obligations as provided in the Credit Agreement and other Loan DocumentsIntercreditor Agreement. All dividends, distributions and Proceeds Dividends paid or distributed in respect of the Collateral which are received by Grantor the Debtor in violation of this Agreement shall, until paid or delivered to Secured Partythe Collateral Agent, be held by Grantor the Debtor in trust on behalf of and for the benefit of the Collateral Agent as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party Administrative Agent shall have authority if an Event of Default exists and is continuing, either to have the same registered in Secured Party’s 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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party Administrative Agent shall endeavor send to provide the respective Grantor with notice of Administrative Agent’s election to take any such action by Secured Party pursuant to described in the preceding sentence; provided, provided any failure of any Grantor to provide receive any such notice shall not invalidate any action taken by Administrative Agent or impair any right or action of Secured Party or any Secured Creditorits rights. If any Grantor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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, each Grantor agrees to accept the same as Secured Party’s Administrative Agent's agent and to hold the same in trust on behalf of and for the benefit of Secured PartyAdministrative Agent, and to deliver the same immediately to Secured Party Administrative Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyAdministrative Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementexists, each Grantor shall be entitled to receive all cash dividends and distributions not representing a return paid in respect of capital or liquidating dividend paid or distributed with respect any of the Collateral (subject to the Pledged Equity Interest, restrictions of any other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default existsLoan Document). Secured Party Administrative Agent shall be entitled to all dividends and distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof (except those constituting Dispositions permitted under the Credit Agreement) which shall be paid to Secured Party Administrative Agent to be held by it as additional collateral security for and application to the Secured Obligations as provided in at the Credit Agreement and other Loan Documentsdiscretion of Administrative Agent. All dividends, distributions and Proceeds dividends paid or distributed in respect of the Collateral which are received by any Grantor in violation of this Agreement shall, until paid or delivered to Secured PartyAdministrative Agent, be held by each Grantor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party the Collateral Agent shall have authority if during the continuance of an Event of Default exists Default, to the extent the Collateral Agent determines that such transfer or registration is necessary to perfect a first priority security interest in such Securities Collateral, either to have the same registered in Secured Partythe Collateral 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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If any Grantor shall become entitled to receive or shall receive any Dividend (as defined in the Credit Agreement and as used herein) or interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or a distribution Dividend 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 CollateralCollateral that is evidenced by a certificate or other instrument or security, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, such Grantor agrees to accept the same as Secured Partythe Collateral Agent’s agent and to hold the same in trust on behalf of and for the benefit of Secured Partythe Collateral Agent, and and, after receipt of written notice from the Collateral Agent, to deliver the same immediately promptly to Secured Party the Collateral Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Partythe Collateral Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementis in existence, such Grantor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect to the Pledged Equity Interest, other than dividends or distributions or interests payable in Equity Interests any of the issuer Collateral. During the continuance of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party Default, the Collateral Agent shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, and to any additional securities issued in respect of the Securities Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof thereof, all of which shall be paid to Secured Party the Collateral Agent to be held by it as additional collateral security for Collateral and application applied to the Secured Obligations as provided in the Credit Agreement and other Loan Documentspursuant to Section 4.3(b) of this Agreement. All dividends, distributions and Proceeds Dividends paid or distributed in respect of the Collateral which are received by any Grantor in violation of this Agreement shall, until paid or delivered to Secured Partythe Collateral Agent, be held by such Grantor in trust as additional Collateral for the Secured ObligationsCollateral.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments instruments or Securities securities constituting a part of the Collateral, Secured Party Administrative Agent shall have authority if during the continuance of an Event of Default exists Default, without notice to Debtor, either to have the same registered in Secured Party’s 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 dividends and distributions Dividends (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor Debtor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend Dividend or 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, Grantor Debtor agrees to accept the same as Secured Party’s Administrative Agent's agent and to hold the same in trust on behalf of and for the benefit of Secured PartyAdministrative Agent, and to deliver the same immediately to Secured Party Administrative Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyAdministrative Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementis in existence, Grantor Debtor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect any of the Collateral (subject to the Pledged Equity Interest, restrictions of any other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default existsLoan Document). Secured Party Administrative Agent shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof which shall be paid to Secured Party Administrative Agent to be held by it as additional collateral security for the Obligations and application to the Secured Obligations as provided in at the Credit Agreement and other Loan Documentsdiscretion of Administrative Agent. All dividends, distributions and Proceeds Dividends paid or distributed in respect of the Collateral which are received by Grantor Debtor in violation of this Agreement shall, until paid or delivered to Secured PartyAdministrative Agent, be held by Grantor Debtor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party the Administrative Agent shall have authority if during the continuance of an Event of Default exists (as defined in the Credit Agreement), to the extent the Administrative Agent determines that such transfer or registration is necessary to perfect a first priority security interest in such Securities Collateral, either to have the same registered in Secured Partythe Administrative Agent’s name or in the name of a nominee. During the continuance of an Event of Default, and, with or without such registration, to demand of the issuer thereof, and to receive and receipt for, any and all dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If if Grantor shall become entitled to receive or shall receive any distribution, dividend, profit, proceeds or other amounts or stock or unit dividend or interest in or certificate (including, without limitation, any interest in or certificate representing a Dividend or stock or unit dividend or 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 CollateralCollateral that is evidenced by a certificate or other instrument or security, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwiseotherwise (collectively, “Dividend”), Grantor agrees to accept such Dividend as the same as Secured PartyAdministrative Agent’s agent and to hold the same such Dividend in trust on behalf of and for the benefit of Secured Partythe Administrative Agent, and and, after receipt of written notice from the Administrative Agent, to deliver such Dividend promptly to the same immediately to Secured Party Administrative Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Partythe Administrative Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementis in existence, Grantor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect to the Pledged Equity Interest, other than dividends or distributions or interests payable in Equity Interests any of the issuer Collateral. During the continuance of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party Default, the Administrative Agent shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, and to any additional securities issued in respect of the Securities Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof thereof, all of which shall be paid to Secured Party the Administrative Agent to be held by it as additional collateral security for Collateral and application applied to the Secured Obligations as provided in the Credit Agreement and other Loan Documentspursuant to Section 4.3(b) of this Agreement. All dividends, distributions and Proceeds Dividends or other sums paid or distributed in respect of the Collateral which are received by Grantor in violation of this Agreement shall, until paid or delivered to Secured Partythe Administrative Agent, be held by Grantor in trust as additional Collateral for the Secured ObligationsCollateral.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, and subject to applicable Legal Requirements, Secured Party shall have authority if an Event of Default exists exists, without notice to Debtor, either to have the same registered in Secured Party’s '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 dividends and distributions Dividends (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor Debtor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend Dividend or 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, Grantor Debtor agrees to accept the same as Secured Party’s 's agent and to hold the same in trust on behalf of and for the benefit of Secured Party, and to deliver the same immediately to Secured Party in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Party, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementexists, Grantor Debtor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect any of the Collateral (subject to the Pledged Equity Interestrestrictions of any other Loan Document including, other than dividends but not limited to, the Credit Agreement). If (a) any liquidation, dissolution, or distributions reorganization of any Company results in or interests payable in Equity Interests constitutes an Event of the issuer of such Pledged Equity Interest whichDefault under Credit Agreement Section 8.1(g) or (h), if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not (b) an Event of Default exists). , Secured Party shall be entitled to all dividends and distributions, Dividends and to any sums paid upon or in respect of any Collateral, upon the Collateral in connection with any such liquidation, dissolution, or reorganization reorganization, all of the issuer thereof which shall be paid to Secured Party to be held by it as additional collateral security for the Indebtedness and application to the Indebtedness at the discretion of Secured Obligations as provided in the Credit Agreement and other Loan DocumentsParty. All dividends, distributions and Proceeds Dividends paid or distributed in respect of the Collateral which are received by Grantor Debtor in violation of this Agreement shall, until paid or delivered to Secured Party, be held by Grantor Debtor in trust as additional Collateral for the Secured ObligationsIndebtedness.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party Administrative Agent shall have authority if an Event of Default exists and is continuing, either to have the same registered in Secured PartyAdministrative 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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party Administrative Agent shall endeavor send to provide the respective Grantor with notice of Administrative Agent’s election to take any such action by Secured Party pursuant to described in the preceding sentence; provided, provided any failure of any Grantor to provide receive any such notice shall not invalidate any action taken by Administrative Agent or impair any right or action of Secured Party or any Secured Creditorits rights. If any Grantor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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, each Grantor agrees to accept the same as Secured PartyAdministrative Agent’s agent and to hold the same in trust on behalf of and for the benefit of Secured PartyAdministrative Agent, and to deliver the same immediately to Secured Party Administrative Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyAdministrative Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementexists, each Grantor shall be entitled to receive all cash dividends and distributions not representing a return paid in respect of capital or liquidating dividend paid or distributed with respect any of the Collateral (subject to the Pledged Equity Interest, restrictions of any other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default existsLoan Document). Secured Party Administrative Agent shall be entitled to all dividends and distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof (except those constituting Dispositions permitted under the Credit Agreement) which shall be paid to Secured Party Administrative Agent to be held by it as additional collateral security for and application to the Secured Obligations as provided in at the Credit Agreement and other Loan Documentsdiscretion of Administrative Agent. All dividends, distributions and Proceeds dividends paid or distributed in respect of the Collateral which are received by any Grantor in violation of this Agreement shall, until paid or delivered to Secured PartyAdministrative Agent, be held by each Grantor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party the Collateral Agent shall have authority if during the continuance of an Event of Default exists Default, to the extent the Collateral Agent determines that such transfer or registration is necessary to perfect a first priority security interest in such Securities Collateral, either to have the same registered in Secured Party’s the Collateral 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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If any Grantor shall become entitled to receive or shall receive any Dividend (as defined in the Credit Agreement and as used herein) or interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or a distribution Dividend 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 CollateralCollateral that is evidenced by a certificate or other instrument or security, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, such Grantor agrees to accept the same as Secured Party’s the Collateral Agent's agent and to hold the same in trust on behalf of and for the benefit of Secured Partythe Collateral Agent, and and, after receipt of written notice from the Collateral Agent, to deliver the same immediately promptly to Secured Party the Collateral Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Partythe Collateral Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementis in existence, such Grantor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect to the Pledged Equity Interest, other than dividends or distributions or interests payable in Equity Interests any of the issuer Collateral. During the continuance of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party Default, the Collateral Agent shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, and to any additional securities issued in respect of the Securities Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof thereof, all of which shall be paid to Secured Party the Collateral Agent to be held by it as additional collateral security for Collateral and application applied to the Secured Obligations as provided in the Credit Agreement and other Loan Documentspursuant to Section 4.3(b) of this Agreement. All dividends, distributions and Proceeds Dividends paid or distributed in respect of the Collateral which are received by any Grantor in violation of this Agreement shall, until paid or delivered to Secured Partythe Collateral Agent, be held by such Grantor in trust as additional Collateral for the Secured ObligationsCollateral.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments instruments or Securities securities constituting a part of the Collateral, Secured Party Administrative Lender shall have authority if during the continuance of an Event of Default exists Default, upon written notice to Debtor of its intention to do so, either to have the same registered in Secured Party’s Administrative Lender's name or in the name of a nominee, and, with or without such registration, upon such notification to demand of the issuer thereof, and to receive and receipt for, any and all dividends and distributions Dividends (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor Debtor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend Dividend or 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, Grantor Debtor agrees after receipt by Debtor of the notice referred to above, to accept the same as Secured Party’s Administrative Lender's agent and to hold the same in trust on behalf of and for the benefit of Secured PartyAdministrative Lender, and to deliver the same immediately to Secured Party Administrative Lender in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyAdministrative Lender, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementis in existence, Grantor Debtor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect any of the Collateral (subject to the Pledged Equity Interest, restrictions of any other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default existsLoan Document). Secured Party Administrative Lender shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof which shall be paid to Secured Party Administrative Lender to be held by it as additional collateral security for the Obligations and application to the Secured Obligations as provided in at the Credit Agreement and other Loan Documentsdiscretion of Administrative Lender. All dividends, distributions and Proceeds Dividends paid or distributed in respect of the Collateral which are received by Grantor Debtor in violation of this Agreement shall, until paid or delivered to Secured PartyAdministrative Lender, be held by Grantor Debtor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments instruments or Securities securities (including but not limited to any certificate or participation issued in any proceeding under any bankruptcy) constituting a part of the Collateral, Secured Party shall have authority if after the occurrence of an Event of Default exists Default, without notice to Debtor, either to have the same registered in Secured Party’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 forreceive, any and all dividends and distributions Distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor Debtor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend Distribution or 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, Grantor Debtor agrees to accept the same as Secured Party’s agent and to hold the same in trust on behalf of and for the benefit of Secured Party, and to deliver the same immediately to Secured Party in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Party, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreement, Grantor shall be entitled to receive all cash dividends distributions not representing a return of capital or liquidating dividend paid or distributed with respect to the Pledged Equity Interest, other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party shall be entitled to all dividends and distributionsDistributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof which shall be paid to Secured Party to be held by it as additional collateral security for the Obligations and application to the Obligations at the discretion of Secured Obligations as provided in the Credit Agreement and other Loan DocumentsParty. All dividends, distributions and Proceeds Distributions paid or distributed in respect of the Collateral which are received by Grantor Debtor in violation of this Security Agreement shall, until paid or delivered to Secured Party, be held by Grantor Debtor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party shall have authority if an Event of Default exists exists, without notice to any Debtor, either to have the same registered in Secured Party’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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor such Debtor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor any Debtor shall become entitled to receive receive, or shall receive receive, any interest in or certificate (including, without limitation, any interest in in, or certificate representing representing, a dividend or 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 for, any of the Collateral, or otherwise, Grantor such Debtor agrees to accept the same as Secured Party’s agent and to hold the same in trust on behalf of and for the benefit of Secured Party, and and, except as otherwise specified in this Agreement, to deliver the same immediately promptly to Secured Party in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Party, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and Secured Party has given Borrower notice of its intent to exercise its rights under this Section, and subject to the Credit Agreementother Loan Documents, Grantor such Debtor shall be entitled to receive all cash dividends and distributions not representing a return of capital or liquidating dividend paid or distributed with respect to the Pledged Equity InterestInterests and Securities, other than dividends or distributions or interests payable in Equity Interests Securities of the issuer of such Pledged Equity Interest Securities (which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Subject to the terms of the Credit Agreement, if an Event of Default exists, Secured Party shall be entitled to all dividends and distributions, and to any sums paid upon upon, or in respect of of, any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof which during the continuance of an Event of Default shall be paid to Secured Party to be held by it as additional collateral security for for, and application to to, the Secured Obligations as provided in the Credit Agreement and other Loan Documents. All dividends, distributions and Proceeds paid or distributed in respect of the Collateral which are received by Grantor any Debtor in violation of this Agreement shall, until paid or delivered to Secured Party, be held by Grantor such Debtor in trust as additional Collateral of the applicable Debtor for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or Equity Interests subject to a security interest granted hereunder other Instruments or Securities constituting a part of the Collateralthan Non-Perfected Collateral (“Covered Equity Interests”), Secured Party Creditor shall have authority (subject to Section 5.6) if an Event of Default exists either to have the same registered in Secured PartyCreditor’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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor , in each case excluding dividends and distributions the recipient of which is entitled under the Credit Agreement to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditorkeep. If any Grantor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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 to, any of the CollateralCovered Equity Interests, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the CollateralCovered Equity Interests, or otherwise, such Grantor agrees to accept the same as Secured PartyCreditor’s agent and to hold the same in trust on behalf of and for the benefit of Secured PartyCreditor, and to deliver the same immediately to Secured Party Creditor in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyCreditor, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementother Loan Documents, such Grantor shall be entitled to receive all cash dividends and distributions not representing a return of capital or liquidating dividend paid or distributed with respect to the Pledged Equity InterestSecurities, other than dividends or distributions or interests payable in Covered Equity Interests of the issuer of such Pledged Covered Equity Interest Interests (which, if evidenced by certificated securities, shall be delivered to Secured Party Creditor as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party shall be entitled to ; provided, that, notwithstanding the existence of an Event of Default, the recipient thereof may keep all cash dividends and distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof which shall be paid to Secured Party to be held by it as additional collateral security for and application to the Secured Obligations as provided in permitted under the Credit Agreement and other Loan Documentsto be made or received. All dividends, distributions and Proceeds paid or distributed in respect of the Collateral which are received by each Grantor in violation of this Agreement shall, until paid or delivered to Secured PartyCreditor, be held by such Grantor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments instruments or Securities securities constituting a part of the Collateral, Secured Party Administrative Agent shall have authority if during the continuance of an Event of Default exists Default, either to have the same registered in Secured Party’s Administrative Agent's name or in the name of a nominee, and, with or without such registration, upon such notification to demand of the issuer thereof, and to receive and receipt for, any and all dividends and distributions Dividends (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor Debtor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend Dividend or 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 CollateralCollateral that is evidenced by a certificate or other instrument or security, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the Collateral, or otherwise, Grantor Debtor agrees to accept the same as Secured Party’s Administrative Agent's agent and to hold the same in trust on behalf of and for the benefit of Secured PartyAdministrative Agent, and to deliver the same immediately to Secured Party Administrative Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyAdministrative Agent, subject to the terms hereof, as Collateral. Unless an Event of Default exists or will result therefrom and subject to the Credit Agreementis in existence, Grantor Debtor shall be entitled to receive all cash dividends distributions not representing a return Dividends paid in respect of capital or liquidating dividend paid or distributed with respect any of the Collateral (subject to the Pledged Equity Interest, restrictions of any other than dividends or distributions or interests payable in Equity Interests Loan Document). Upon the occurrence and during the continuance of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party Default, Administrative Agent shall be entitled to all dividends and distributionsDividends, and to any sums paid upon or in respect of any Collateral, and to any additional securities issued in respect of the Securities Collateral, upon the liquidation, dissolution, or reorganization of the issuer thereof thereof, all of which shall be paid to Secured Party Administrative Agent to be held by it as additional collateral security for the Obligations and application to the Secured Obligations as provided in at the Credit Agreement and other Loan Documentsdiscretion of Administrative Agent. All dividends, distributions and Proceeds Dividends paid or distributed in respect of the Collateral which are received by Grantor Debtor in violation of this Agreement shall, until paid or delivered to Secured PartyAdministrative Agent, be held by Grantor Debtor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any such instruments which are stock certificates, bonds, bonds or other Instruments or Securities constituting a part securities, Lender may demand of the Collateralcorporate obligor issuing the same, Secured Party and may receive and receipt for, any and all stock dividends and other distributions (other than cash dividends) payable in respect thereof, whether ordinary or extraordinary. Lender shall have authority if the authority, following an Event of Default exists either and without notice to Pledgor, to have the same such certificates, bonds or other securities registered either in Secured Party’s Lender's name or in the name of a nominee. If, andwhile this Agreement is in effect, with or without such registration, to demand of the issuer thereof, and to receive and receipt for, any and all dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor Pledgor shall become entitled to receive or shall receive any interest in or stock certificate (including, without limitation, any interest in or certificate representing a stock dividend or a distribution in connection with any reclassification, increase, 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 Collateralrights, whether as an addition to, in substitution of, as a conversion of, of or in exchange for any of the Collateral, or otherwise, Grantor Pledgor agrees to accept the same as Secured Party’s Lender's agent and to hold the same in trust on behalf of and for the benefit of Secured PartyLender, and to deliver the same immediately forthwith to Secured Party Lender in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyLender, subject to the terms hereof, as Collateraladditional Collateral for the Liabilities. Unless Until an Event of Default exists or will result therefrom and subject to the Credit Agreementshall have occurred, Grantor Pledgor shall be entitled to receive all cash dividends distributions not representing a return of capital or liquidating dividend paid or distributed with in respect to the Pledged Equity Interest, other than dividends or distributions or interests payable in Equity Interests of the issuer Collateral. After the occurrence of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default exists). Secured Party Default, Lender shall be entitled to all dividends and distributionscash dividends, and to any sums paid upon or in respect of any Collateral, the Collateral upon the liquidation, dissolution, dissolution or reorganization of the issuer thereof which shall be paid to Secured Party Lender to be held by it as additional collateral security Collateral for and application the Liabilities. In case any distribution shall be made on or in respect of the Collateral pursuant to the Secured Obligations reorganization, liquidation or dissolution of the issuer thereof, the property so distributed shall be delivered to Lender to be held by it as provided in additional Collateral for the Credit Agreement Liabilities. After an Event of Default, all sums of money and other Loan Documents. All dividends, distributions and Proceeds property so paid or distributed in respect of the Collateral which are received by Grantor in violation of this Agreement Pledgor shall, until paid or delivered to Secured PartyLender, be held by Grantor Pledgor in trust as additional Collateral for the Secured ObligationsLiabilities.

Rights to Dividends and Distributions. With respect to any certificates, bonds, or other Instruments or Securities certificates constituting a part of the Collateral, Secured Party shall have authority if an Event of Default exists and is continuing, but subject to Section 2.6, either to have the same registered in Secured Party’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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party shall endeavor to provide Grantor each Pledgor with notice of any such action by Secured Party pursuant to the preceding sentence; provided, any failure to provide any such notice shall not impair any right or action of Secured Party or any Secured Creditor. If Grantor a Pledgor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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 evidencing 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, Grantor such Pledgor agrees to accept the same as Secured Party’s agent and to hold the same in trust on behalf of and for the benefit of Secured Party, and to deliver the same immediately to Secured Party in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured Party, subject to the terms hereof, as Collateral. Unless an Event of Default exists and is continuing and Secured Party has commenced enforcement hereof, but subject to Section 2.6, or will result therefrom and subject to the Credit Agreementother Loan Documents, Grantor each Pledgor shall be entitled to receive all cash dividends and distributions not representing a return of capital or liquidating dividend paid or distributed with respect to the Pledged Equity InterestInterests, other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest (which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default existsexists and is continuing). Secured Party shall be entitled to all dividends and distributions, and to any sums paid upon or in respect of any Collateral, upon the liquidation, dissolution, liquidation or reorganization dissolution of the issuer thereof which shall be paid to Secured Party to be held by it as additional collateral security for and application to the Secured Obligations as provided in the Credit Agreement and other Loan Documents. All dividends, distributions and Proceeds paid or distributed in respect of the Collateral which are received by Grantor any Pledgor in violation of this Agreement shall, until paid or delivered to Secured Party, be held by Grantor such Pledgor in trust as additional Collateral for the Secured Obligations.

Rights to Dividends and Distributions. With respect to any certificatesPledged Equity Interests, bonds, or other Instruments or Securities constituting a part of the Collateral, Secured Party Administrative Agent shall have authority if an Event of Default exists and is continuing, either to have the same registered in Secured PartyAdministrative 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 dividends and distributions (including any stock or similar dividend or distribution) payable in respect thereof, whether they be ordinary or extraordinary. Secured Party The Administrative Agent shall endeavor send to provide the Grantor with notice of Administrative Agent’s election to take any such action by Secured Party pursuant to described in the preceding sentence; provided, provided any failure of the Grantor to provide receive any such notice shall not invalidate any action taken by Administrative Agent or impair any right or action of Secured Party or any Secured Creditorits rights. If the Grantor shall become entitled to receive or shall receive any interest in or certificate (including, without limitation, any interest in or certificate representing a dividend or 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 CollateralPledged Equity Interests, whether as an addition to, in substitution of, as a conversion of, or in exchange for any of the CollateralPledged Equity Interests, or otherwise, the Grantor agrees to accept the same as Secured PartyAdministrative Agent’s agent and to hold the same in trust on behalf of and for the benefit of Secured PartyAdministrative Agent, and to deliver the same immediately to Secured Party Administrative Agent in the exact form received, with appropriate undated stock or similar powers, duly executed in blank, to be held by Secured PartyAdministrative Agent, subject to the terms hereof, as CollateralPledged Equity Interests. Unless an Event of Default exists or will result therefrom and subject to exists, the Credit Agreement, Grantor shall be entitled to receive all cash dividends and distributions not representing a return paid in respect of capital or liquidating dividend paid or distributed with respect to the Pledged Equity InterestInterests, (subject to the restrictions of any other than dividends or distributions or interests payable in Equity Interests of the issuer of such Pledged Equity Interest which, if evidenced by certificated securities, shall be delivered to Secured Party as set forth in the immediately preceding sentence, whether or not an Event of Default existsLoan Document). Secured Party Administrative Agent shall be entitled to all dividends and distributions, and to any sums paid upon or in respect of any CollateralPledged Equity Interests, upon the liquidation, dissolution, or reorganization of the issuer thereof (except those constituting Dispositions permitted under the Credit Agreement) which shall be paid to Secured Party Administrative Agent to be held by it as additional collateral security for and application to the Secured Obligations as provided in at the Credit Agreement and other Loan Documentsdiscretion of Administrative Agent. All dividends, distributions and Proceeds dividends paid or distributed in respect of the Collateral Pledged Equity Interests which are received by the Grantor in violation of this Agreement shall, until paid or delivered to Secured PartyAdministrative Agent, be held by the Grantor in trust as additional Collateral for the Secured Obligations.