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) The Company will cause the Stock Collateral to constitute at all times the percentage indicated on Annex 1 hereto of the total number of shares of each class of capital stock of each Issuer then outstanding, but in no event shall such percentage exceed 65% with respect to any class of capital stock of a Foreign Subsidiary; provided, however, the ATSC Shares may constitute a decreasing percentage of the capital stock of the related Issuer in accordance with the terms and conditions of the Credit Agreement.
(b) So long as no Event of Default shall have occurred and be continuing, the Company 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 SECURITY AGREEMENT of this Agreement, the Credit Agreement, the Notes or any other instrument or agreement referred to herein or therein, provided that the Company agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of this Agreement, the Credit Agreement, the Notes or any such other instrument or agreement (as determined by the Bank in its reasonable judgment); and the Bank shall execute and deliver to the Company or cause to be executed and delivered to the Company all such proxies, powers of attorney, dividend and other orders, and all such instruments, without recourse, as the Company may reasonably request for the purpose of enabling the Company to exercise the rights and powers which it is entitled to exercise pursuant to this Section 5.04(b).
(c) All shares, securities, moneys or other property representing stock which are payable in connection with dividends or liquidating dividends (including without limitation in connection with the liquidation of any Issuer on or after such liquidation) and (ii) all additional Collateral described in clauses (a), (b), (c) and (d) of Section 3 hereof constituting a distribution or return of capital upon or in respect of any Pledged Stock, or resulting from a conversion, split-up, revision, reclassification or other like change of any Pledged Stock or received in exchange therefor as a result of a merger, consolidation or otherwise, shall be paid or transferred directly to the Bank (or its agent or nominee, as the case may be), as part of the Collateral subject to this Agreement.
(d) If any Event of Default shall have occurred, then so long as such Event of Default shall continue, and whether or not the Bank ex...
Special Provisions Relating to Stock Collateral. (a) The Company will cause the Stock Collateral to constitute at all times the percentage indicated on Annex 1 hereto of the total number of shares of each class of capital stock of each Issuer then outstanding.
(b) So long as no Event of Default shall have occurred and be continuing, the Company 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 Credit Agreement, the Notes or any other instrument or agreement referred to herein or therein, provided that the Company agrees that it will not vote the Stock Collateral in any manner that is inconsistent with the terms of this Agreement, =========================================================================== the Credit Agreement, the Notes or any such other instrument or agreement; and the Bank shall execute and deliver to the Company or cause to be executed and delivered to the Company all such proxies, powers of attorney, dividend and other orders, and all such instruments, without recourse, as the Company may reasonably request for the purpose of enabling the Company to exercise the rights and powers which it is entitled to exercise pursuant to this Section 4.04(b).
(c) Unless and until an Event of Default has occurred and is continuing, the Company shall be entitled to receive and retain any dividends on the Stock Collateral paid in cash out of earned surplus.
(d) If any Event of Default shall have occurred, then so long as such Event of Default shall continue, and whether or not the Bank or any Bank exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any other relief or remedy available to it under applicable law or under this Agreement, the Credit Agreement, the Notes or any other agreement relating to such Secured Obligation, all dividends and other distributions on the Stock Collateral shall be paid directly to the Bank and retained by it as part of the Stock Collateral, subject to the terms of this Agreement, and, if the Bank shall so request in writing, the Company agrees to execute and deliver to the Bank appropriate additional dividend, distribution and other orders and documents to that end, provided that if such Event of Default is cured, any such dividend or distribution theretofore paid to the Bank shall, upon request of the Company (except to the extent theretofore applied to the Secured Obligations) be ...
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, the Company 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 the Company 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 the Company or cause to be executed and delivered to the Company all such proxies, powers of attorney, dividend and other orders, and all such instruments, without recourse, as the Company may reasonably request for the purpose of enabling the Company 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. (A) So long as no default of the Obligations shall have occurred and be continuing, the Selling Stockholders shall have the right to exercise any voting, consensual and other powers of ownership pertaining to the Stock Collateral for all purposes not inconsistent with the terms of the Stock Purchase Agreement or any of the documents related thereto, provided that the Selling Stockholders agree that they will not vote the Stock Collateral in any manner that is inconsistent with the terms hereof or of the Stock Purchase Agreement or any of the documents related thereto; and Buyer shall, at the Selling Stockholders' expense, execute and deliver to the Selling Stockholders or cause to be executed and delivered to the Selling Stockholders any such proxies, powers of attorney, dividend and other orders and other instruments, without recourse, as the Selling Stockholders may reasonably request for the purpose of enabling the Selling Stockholders to exercise any rights and powers which they are 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, the Selling Stockholders 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 Buyer and retained by it, and, if Buyer shall so request, the Selling Stockholders agree to execute and deliver to Buyer appropriate additional dividend, distribution and other orders and instruments to that end.
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 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.
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. 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.
