Special Provisions Relating to Stock Collateral Sample Clauses

Special Provisions Relating to Stock Collateral i. So long as no Event of Default shall have occurred and be continuing, the Obligor shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral; and Netgateway shall, at the Obligor's expense, execute and deliver to the Obligor or cause to be executed and delivered to the Obligor all such proxies, powers of attorney, dividend and other orders and other instruments, without recourse, as the Obligor may reasonably request for the purpose of enabling the Obligor to exercise the rights and powers which it is entitled to exercise pursuant to this Section 2.e. ii. So long as no Event of Default shall have occurred and be continuing, the Obligor shall be entitled to receive and retain any dividends on the Stock Collateral paid in cash out of earned surplus. iii. If any Event of Default shall have occurred and be continuing, and whether or not Netgateway exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any other right, remedy, power or privilege available to it under applicable law, this Agreement or the Note, all dividends and other distributions on the Stock Collateral shall be paid directly to Netgateway and retained by it as part of the Stock Collateral, subject to the terms of this Agreement, and, if Netgateway shall so request, the Obligor agrees to execute and deliver to Netgateway appropriate additional dividend, distribution and other orders and instruments to that end, provided that if such Event of Default is cured, any such dividend or distribution paid to Netgateway prior to such cure shall, upon request of the Obligor (except to the extent applied to the Secured Obligations), be returned by Netgateway to the Obligor.

Special Provisions Relating to Stock Collateral. (a) So long as no Event of Default shall have occurred and be continuing, Debtor shall have the right to (i) exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of this Agreement, the other Loan Documents or any other instrument or agreement referred to herein or therein, and Debtor agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of this Agreement, the other Loan Documents or any such other instrument or agreement; and (ii) receive cash dividends or other distributions in the ordinary course made in respect of the Stock Collateral. (b) Debtor hereby grants to the Secured Party an irrevocable proxy to vote the Stock Collateral, which proxy shall be effective immediately upon the occurrence of, and during the continuance of, an Event of Default. (c) If any Event of Default shall have occurred, then so long as such Event of Default shall continue, and whether or not the Secured Party exercises any available right to declare any Liabilities due and payable or seeks or pursues any other relief or remedy available to it under applicable law or under this Agreement or any other agreement relating to such Liabilities, all dividends and other distributions on the Stock Collateral shall be paid directly to the Secured Party and retained by it as part of the Stock Collateral, subject to the terms of this Agreement, and, if the Secured Party shall so request in writing, Debtor agrees to execute and deliver to the Secured Party appropriate additional dividend, distribution and other orders and documents to that end.

Special Provisions Relating to Stock Collateral. (a) So long as no Event of Default shall have occurred and be continuing, Grantor shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of any loan document; provided, that Grantor agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of any loan document. (b) So long as no Event of Default shall have occurred and be continuing, Grantor shall be entitled to receive and retain any dividends on the Stock Collateral paid in cash out of earned surplus. (c) If any Event of Default shall have occurred and be continuing, and whether or not the Secured Party exercises any available right to declare any Obligation due and payable or seeks or pursues any other right, remedy, power or privilege available to it under applicable law, this Security Agreement or any other loan document, all dividends and other distributions on the Stock Collateral shall be paid directly to the Secured Party, subject to the terms of this Security Agreement.

Special Provisions Relating to Stock Collateral. So long as no Event of Default shall have occurred and be continuing, NV Holdings shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of this Agreement, the Indenture, the Securities or any other instrument or agreement referred to herein or therein, provided that NV Holdings agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of this Agreement, the Indenture, the Securities or any such other instrument or agreement; and the Trustee shall execute and deliver to NV Holdings or cause to be executed and delivered to NV Holdings all such proxies, powers of attorney, dividend and other orders, and all such instruments, without recourse, as NV Holdings may reasonably request for the purpose of enabling NV Holdings to exercise the rights and powers that it is entitled to exercise pursuant to this Section 5.04(a).

Special Provisions Relating to Stock Collateral. So long as no Event of Default shall have occurred and be continuing, Grantor shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of any Transaction Document; provided, that Grantor agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of any Transaction Document.

Special Provisions Relating to Stock Collateral. (A) So long as no default of the Obligations shall have occurred and be continuing, Seller shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of the Asset Purchase Agreement or any of the documents related thereto, provided that Seller agrees that he will not vote the Stock Collateral in any manner that is inconsistent with the terms hereof or of the Asset Purchase Agreement or any of the documents related thereto; and Purchaser shall, at Seller's expense, execute and deliver to Seller or cause to be executed and delivered to Seller all such proxies, powers of attorney, dividend and other orders and other instruments, without recourse, as Seller may reasonably request for the purpose of enabling Seller to exercise the rights and powers which he is entitled to exercise pursuant to this Section 2.05(A). (B) So long as no default of the Obligations shall have occurred and be continuing, Seller shall be entitled to receive and retain any dividends on the Stock Collateral paid in cash out of earned surplus. (C) If any default of the Obligations shall have occurred and be continuing, all dividends and other distributions on the Stock Collateral shall be paid directly to Purchaser and retained by it, and, if Purchaser shall so request, Seller agrees to execute and deliver to Purchaser appropriate additional dividend, distribution and other orders and instruments to that end.

Special Provisions Relating to Stock Collateral. The Credit Parties will cause the Stock Collateral to constitute at all times 100% of all the total number of shares of Capital Stock of each Issuer then issued and outstanding held by the Credit Parties. So long as no Event of Default shall have occurred and be continuing, the Credit Parties shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of this Agreement, the Indenture or any other Security Document or any other instrument or agreement referred to herein or therein, provided that the Credit Parties jointly and severally agree that they will not vote the Stock Collateral in any manner that results in a violation of the terms of this Agreement, the Indenture, the Security Documents or any such other instrument or agreement; and the Trustee shall execute and deliver to the Credit Parties or cause to be executed and delivered to the Credit Parties all such proxies, powers of attorney, dividend and other orders, and all such instruments, without recourse, as the Credit Parties may reasonably request pursuant to an Issuer Request for the purpose of enabling the Credit Parties to exercise the rights and powers that they are entitled to exercise pursuant to this Section 4.04.

Special Provisions Relating to Stock Collateral. So long as no Event of Default shall have occurred and be continuing, the Obligor shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of this Agreement or the Stockholders Agreement; and the Company shall, at the Obligor's expense, execute and deliver to the Obligor or cause to be executed and delivered to the Obligor all such proxies, powers of attorney, dividend and other orders and other instruments, without recourse, as the Obligor may reasonably request for the purpose of enabling the Obligor to exercise the rights and powers which it is entitled to exercise pursuant to this Section 2.06.

Special Provisions Relating to Stock Collateral. (a) So long as no Event of Default shall have occurred and be continuing, Grantor shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of any loan document; PROVIDED, that Grantor agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of any loan document. So long as no Event of Default shall have occurred and be continuing, Grantor shall be entitled to receive and retain any dividends on the Stock Collateral paid in cash out of earned surplus. (b) Upon the occurrence and during the continuance of an Event of Default, all rights of Grantor to exercise the voting and other consensual rights or receive and retain cash dividends or distributions that it would otherwise be entitled to exercise or receive and retain, as applicable pursuant to Section 1.3(a), shall cease, and all such rights shall thereupon become vested in Secured Party, who shall thereupon have the sole right to exercise such voting or other consensual rights and to receive and retain such cash dividends and distributions. Grantor shall execute and deliver (or cause to be executed and delivered) to Secured Party all such proxies and other instruments as Secured Party may reasonably request for the purpose of enabling Secured Party to exercise the voting and other rights which it is entitled to exercise and to receive the dividends and distributions that it is entitled to receive and retain pursuant to the preceding sentence.

Special Provisions Relating to Stock Collateral. (a) So long as no Event of Default shall have occurred and be continuing, each Grantor shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of any Postpetition Loan Document and any Order entered by the Bankruptcy Court in the Chapter 11 Cases; provided, that such Grantor agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of any Postpetition Loan Document and any Order entered by the Bankruptcy Court in the Chapter 11 Cases. (b) So long as no Event of Default shall have occurred and be continuing, each Grantor shall be entitled to receive and retain any dividends on the Stock Collateral paid in cash out of earned surplus; provided, that such Grantor agrees that it will not vote the Stock Collateral in any manner that is inconsistent with any Order entered by the Bankruptcy Court in the Chapter 11 Cases.