Common use of VOTING, ETC., WHILE NO EVENT OF DEFAULT Clause in Contracts

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless and until an Event of Default shall have occurred and be continuing, each Pledgor shall be entitled to exercise all voting rights attaching to any and all Pledged Equity Interests owned by it, and to give consents, waivers or ratifications in respect thereof, provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in a breach of any covenant contained in, or be materially inconsistent with, any of the terms of this Agreement, the Loan Agreement or any other Loan Document or which would have the effect of materially impairing the value of the Collateral or any part thereof or the position or interests of the Pledgee therein. All such rights of a Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default shall occur and be continuing and Section 9 hereof shall become applicable; provided that, the Pledgee shall have the right from time to time during the continuance of an Event of Default to permit such Pledgor to exercise such rights. After all Event of Defaults have been cured or waived, the Pledgors will have the right to exercise the voting and consensual rights and powers that it would otherwise be entitled to exercise pursuant to the terms of this Section 4.

Appears in 2 contracts

Samples: Equity Pledge Agreement (General Motors Corp), Equity Pledge Agreement (General Motors Corp)

AutoNDA by SimpleDocs

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless and until an Event of Default there shall have occurred and be continuingcontinuing an Event of Default and written notice thereof shall have been given by the Pledgee to the relevant Pledgor (provided, that if an Event of Default specified in Section 9.05 of the Credit Agreement shall occur, no such notice shall be required), each Pledgor shall be entitled to exercise all voting rights attaching to any and all Pledged Equity Interests voting and other consensual rights pertaining to the Collateral owned by it, and to give consents, waivers or ratifications in respect thereof; provided that, provided that in each case, no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate, result in a breach of any covenant contained in, violate or be materially inconsistent with, with any of the terms of this Agreement, the Loan Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or any other Loan Document Other Hedging Agreement entitled to the benefits of this Agreement (collectively, the “Secured Debt Agreements”), or which would have the effect of materially impairing the value of the Collateral or any part thereof or the position or interests of the Pledgee thereinor any other Secured Creditor in the Collateral. All such rights of a each Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default shall occur has occurred and be is continuing and written notice thereof shall have been given to the relevant Pledgor as (but only to the extent) described above in this Section 9 5, and Section 7 hereof shall become applicable; provided that, the Pledgee shall have the right from time to time during the continuance of an Event of Default to permit such Pledgor to exercise such rights. After all Event of Defaults have been cured or waived, the Pledgors will have the right to exercise the voting and consensual rights and powers that it would otherwise be entitled to exercise pursuant to the terms of this Section 4.

Appears in 2 contracts

Samples: Credit Agreement (Silgan Holdings Inc), Credit Agreement (Silgan Holdings Inc)

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless Subject to the applicable Intercreditor Agreements, unless and until an Event of Default there shall have occurred and be continuingcontinuing an Event of Default and the Assignee shall instruct the Assignors otherwise (in writing), each Pledgor Assignor shall be entitled to exercise all voting rights attaching to any and all voting and other consensual rights pertaining to the Pledged Equity Interests Collateral owned by it, and to give consents, waivers or ratifications in respect thereof; provided that, provided that in each case, no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate, result in a breach of any covenant contained in, or be materially inconsistent with, with any of the terms of this Agreementany Notes Document, the Loan Agreement or any other Loan Document or which would could reasonably be expected to have the effect of materially impairing the value of the Pledged Collateral or any part thereof or the position or interests of the Pledgee thereinAssignee or any other Secured Creditor in the Pledged Collateral, unless expressly permitted by the terms of the Notes Documents. All such rights of a Pledgor each Assignor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default shall occur has occurred and be is continuing and Section 9 the Assignee has notified the Assignors (in writing) that such rights have ceased, and Article VIII hereof shall become applicable; provided that, the Pledgee shall have the right from time to time during the continuance of an Event of Default to permit such Pledgor to exercise such rights. After all Event of Defaults have been cured or waived, the Pledgors will have the right to exercise the voting and consensual rights and powers that it would otherwise be entitled to exercise pursuant to the terms of this Section 4.

Appears in 1 contract

Samples: Security Agreement (Lee Enterprises, Inc)

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless and until an a Noticed Event of Default shall have occurred and be continuing, each Pledgor shall be entitled to exercise all voting rights attaching to any and all Pledged Equity Interests Collateral owned by it, and to give consents, waivers or ratifications in respect thereof, ; provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in a breach of any covenant contained in, or be materially inconsistent with, any of the terms of this Agreement, the Loan Credit Agreement, any other Credit Document, any Existing Senior Notes Document, any New Senior Notes Document, any Refinancing Senior Notes Document, any Secured Credit Agreement or any other Loan Document Secured Hedging Agreement (collectively, the “Secured Debt Agreements”), or which would have the effect of materially impairing in any material respect the value of the Collateral or any material part thereof or impairing the position or interests of the Pledgee or any other Secured Creditor therein, provided however, each Pledgor shall be permitted to amend and/or modify intercompany notes constituting Collateral in the ordinary course of business and consistent with past practices. All such rights of a Pledgor to vote and to give consents, waivers and ratifications shall cease in case an a Noticed Event of Default shall occur and be continuing and Section 9 7 hereof shall become applicable; provided that. As used herein, the Pledgee a “Noticed Event of Default” shall have the right from time to time during the continuance of mean (i) an Event of Default with respect to permit such Pledgor to exercise such rights. After all a Credit Party under Section 9.05 of the Credit Agreement and (ii) any other Event of Defaults have been cured or waived, Default in respect of which the Pledgors will have Pledgee has given the right to exercise the voting and consensual rights and powers Borrower notice that it would otherwise be entitled to exercise pursuant to the terms such Event of this Section 4Default constitutes a “Noticed Event of Default”.

Appears in 1 contract

Samples: Pledge Agreement (Reynolds American Inc)

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless Subject to the applicable Intercreditor Agreements, unless and until an Event of Default there shall have occurred and be continuingcontinuing an Event of Default and the Assignee shall instruct the Assignors otherwise (in writing), each Pledgor Assignor shall be entitled to exercise all voting rights attaching to any and all voting and other consensual rights pertaining to the Pledged Equity Interests Collateral owned by it, and to give consents, waivers or ratifications in respect thereof; provided that, provided that in each case, no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate, result in a breach of any covenant contained in, or be materially inconsistent with, with any of the terms of this Agreementany Credit Document, the Loan Agreement or any other Loan Document or which would could reasonably be expected to have the effect of materially impairing the value of the Pledged Collateral or any part thereof or the position or interests of the Pledgee thereinAssignee or any other Secured Creditor in the Pledged Collateral, unless expressly permitted by the terms of the Credit Documents. All such rights of a Pledgor each Assignor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default shall occur has occurred and be is continuing and Section 9 the Assignee has notified the Assignors (in writing) that such rights have ceased, and Article IX hereof shall become applicable; provided that, the Pledgee shall have the right from time to time during the continuance of an Event of Default to permit such Pledgor to exercise such rights. After all Event of Defaults have been cured or waived, the Pledgors will have the right to exercise the voting and consensual rights and powers that it would otherwise be entitled to exercise pursuant to the terms of this Section 4.

Appears in 1 contract

Samples: Second Lien Guarantee and Collateral Agreement (Lee Enterprises, Inc)

AutoNDA by SimpleDocs

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless and until an a Noticed Event of Default shall have occurred and be continuing, each Pledgor shall be entitled to exercise all voting rights attaching to any and all Pledged Equity Interests Collateral owned by it, and to give consents, waivers or ratifications in respect thereof, ; provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in a breach of any covenant contained in, or be materially inconsistent with, any of the terms of this Agreement, the Loan Credit Agreement, any other Credit Document, any New Senior Notes Document, any Refinancing Senior Notes Document, any Secured Credit Agreement or any other Loan Document Secured Hedging Agreement (collectively, the “Secured Debt Agreements”), or which would have the effect of materially impairing in any material respect the value of the Collateral or any material part thereof or impairing the position or interests of the Pledgee or any other Secured Creditor therein, provided however, each Pledgor shall be permitted to amend and/or modify intercompany notes constituting Collateral in the ordinary course of business and consistent with past practices. All such rights of a Pledgor to vote and to give consents, waivers and ratifications shall cease in case an a Noticed Event of Default shall occur and be continuing and Section 9 7 hereof shall become applicable; provided that. As used herein, the Pledgee a “Noticed Event of Default” shall have the right from time to time during the continuance of mean (i) an Event of Default with respect to permit such Pledgor to exercise such rights. After all a Credit Party under Section 9.05 of the Credit Agreement and (ii) any other Event of Defaults have been cured or waived, Default in respect of which the Pledgors will have Pledgee has given the right to exercise the voting and consensual rights and powers Borrower notice that it would otherwise be entitled to exercise pursuant to the terms such Event of this Section 4Default constitutes a “Noticed Event of Default”.

Appears in 1 contract

Samples: Third Amended and Restated Pledge Agreement (Reynolds American Inc)

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless Subject to the applicable Intercreditor Agreements, unless and until an Event of Default there shall have occurred and be continuingcontinuing an Event of Default and the Assignee shall instruct the Assignors otherwise (in writing), each Pledgor Assignor shall be entitled to exercise all voting rights attaching to any and all voting and other consensual rights pertaining to the Pledged Equity Interests Collateral owned by it, and to give consents, waivers or ratifications in respect thereof; provided that, provided that in each case, no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate, result in a breach of any covenant contained in, or be materially inconsistent with, with any of the terms of this any Secured Debt Agreement, the Loan Agreement or any other Loan Document or which would could reasonably be expected to have the effect of materially impairing the value of the Pledged Collateral or any part thereof or the position or interests of the Pledgee thereinAssignee or any other Secured Creditor in the Pledged Collateral, unless expressly permitted by the terms of the Secured Debt Agreements. All such rights of a Pledgor each Assignor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default shall occur has occurred and be is continuing and Section 9 the Assignee has notified the Assignors (in writing) that such rights have ceased, and Article IX hereof shall become applicable; provided that, the Pledgee shall have the right from time to time during the continuance of an Event of Default to permit such Pledgor to exercise such rights. After all Event of Defaults have been cured or waived, the Pledgors will have the right to exercise the voting and consensual rights and powers that it would otherwise be entitled to exercise pursuant to the terms of this Section 4.

Appears in 1 contract

Samples: First Lien Guarantee and Collateral Agreement (Lee Enterprises, Inc)

VOTING, ETC., WHILE NO EVENT OF DEFAULT. Unless and until an Event of Default there shall have occurred and be continuingcontinuing a Noticed Event of Default, each Pledgor shall be entitled to exercise all voting rights attaching to any and all Pledged Equity Interests voting and other consensual rights pertaining to the Collateral owned by it, and to give consents, waivers or ratifications in respect thereof; provided that, provided that in each case, no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result or omitted to be taken in any manner that could materially and adversely affect the rights inuring to a breach holder of any covenant contained in, Collateral or be materially inconsistent with, the rights and remedies of any of the terms of Pledgee or the Secured Creditors under this Agreement, Agreement or the Loan DIP Credit Agreement or any other Loan Credit Document or which would have the effect of materially impairing the value ability of the Collateral or any part thereof or Secured Creditors to exercise the position or interests of the Pledgee thereinsame. All such rights of a each Pledgor to vote and to give consents, waivers and ratifications shall cease in case a Noticed Event of Default has occurred and is continuing, and Section 7 hereof shall become applicable. As used herein, a “Noticed Event of Default” shall mean (i) an Event of Default shall occur with respect to any Assignor under clause (h), (i) or (j) of Section 11 of the DIP Credit Agreement and be continuing and Section 9 hereof shall become applicable; provided that, the Pledgee shall have the right from time to time during the continuance of an (ii) any other Event of Default in respect to permit which the Collateral Agent has given the U.S. Borrower notice that such Pledgor to exercise such rights. After all Event of Defaults have been cured or waived, the Pledgors will have the right to exercise the voting and consensual rights and powers that it would otherwise be entitled to exercise pursuant to the terms Default constitutes a “Noticed Event of this Section 4Default”.

Appears in 1 contract

Samples: Pledge Agreement (Cooper-Standard Holdings Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.