Voting Rights and Certain Payments Prior to Event of Default. 5.1 Voting Rights and Ordinary Payments Prior to an Event of Default So long as no Event of Default shall have occurred and be continuing, each Pledgor shall be entitled: (a) to exercise, as it shall think fit, but in a manner consistent with the terms hereof, the voting and consent power and other incidental rights of ownership with respect to the Pledged Collateral of such Pledgor, and for that purpose Agent shall (if any Pledged Securities shall be registered in the name of Agent or its nominee) execute or cause to be executed from time to time, at the expense of such Pledgor, such proxies or other instruments in favor of such Pledgor or its nominee, in such form and for such purposes as shall be reasonably required by such Pledgor and shall be specified in a written request therefor, to enable it to exercise such voting power with respect to the Pledged Securities; and (b) except as otherwise provided in Sections 5.2 and 5.3 hereof, to receive and retain for its own account any and all payments, proceeds, dividends, distributions, monies, compensation, property, assets, instruments or rights to the extent such are permitted pursuant to the terms of the Credit Agreement, other than (i) stock or liquidating dividends or (ii) extraordinary dividends and dividends or other amounts payable under or in connection with any recapitalization, restructuring, or other non-ordinary course event (the dividends and amounts in this clause (ii) being "Extraordinary Payments"), paid, issued or distributed from time to time in respect of the Pledged Collateral pledged by such Pledgor.
Appears in 1 contract
Samples: Pledge Agreement (Telex Communications International LTD)
Voting Rights and Certain Payments Prior to Event of Default. 5.1 Voting Rights and Ordinary Payments Prior to an Event of Default So long as no Event of Default shall have occurred and be continuing, each Pledgor shall be entitled:
(a) to exercise, as it shall think fit, but in a manner consistent with the terms hereof, the voting and consent power and other incidental rights of ownership with respect to the Pledged Collateral of such Pledgor, and for that purpose Collateral Agent shall (if any Pledged Securities shall be registered in the name of Collateral Agent or its nominee) execute or cause to be executed from time to time, at the expense of such Pledgor, such proxies or other instruments in favor of such Pledgor or its nominee, in such form and for such purposes as shall be reasonably required by such Pledgor and shall be specified in a written request therefor, to enable it to exercise such voting power with respect to the Pledged Securities; and
(b) except as otherwise provided in Sections 5.2 and 5.3 hereof, to receive and retain for its own account any and all payments, proceeds, dividends, distributions, monies, compensation, property, assets, instruments or rights to the extent such are permitted pursuant to the terms of the Credit AgreementIndenture, other than (i) stock or liquidating dividends or (ii) extraordinary dividends and dividends or other amounts payable under or in connection with any recapitalization, restructuring, or other non-ordinary course event (the dividends and amounts in this clause (ii) being "“Extraordinary Payments"”), paid, issued or distributed from time to time in respect of the Pledged Collateral pledged by such Pledgor.
Appears in 1 contract
Samples: Pledge Agreement (Southern Construction Products Inc)
Voting Rights and Certain Payments Prior to Event of Default. 5.1 Voting Rights and Ordinary Payments Prior to an Event of Default VOTING RIGHTS AND ORDINARY PAYMENTS PRIOR TO AN EVENT OF DEFAULT So long as no Event of Default shall have occurred and be continuingin any of the Finance Documents, each Pledgor shall be entitled:
(a) 5.1.1 to exercise, as it shall think fit, but in a manner consistent not inconsistent with the terms hereof, the voting and consent power and other incidental rights of ownership with respect to the Pledged Collateral of such Pledgor, and for that purpose Agent Secured Party shall (if any Pledged Securities shall be registered in the name of Agent Secured Party or its nominee) execute or cause to be executed from time to time, at the expense of such Pledgor, such proxies or other instruments in favor of such Pledgor or its nominee, in such form and for such purposes as shall be reasonably required by such Pledgor and shall be specified in a written request therefor, to enable it to exercise such voting power with respect to the Pledged Securities; and
(b) 5.1.2 except as otherwise provided in Sections Clause 5.2 (Extraordinary Payments and Distributions) and Clause 5.3 hereof(Voting Rights and Ordinary Payments after an Event of Default), to receive and retain for its own account any and all payments, proceeds, dividends, distributions, monies, compensation, property, assets, instruments or rights to the extent such are permitted pursuant to the terms of the Credit AgreementFinance Documents, other than (ia) stock or liquidating dividends or (iib) extraordinary dividends and dividends or other amounts payable under or in connection with any recapitalization, restructuring, or other non-ordinary course event (the dividends and amounts in this sub-clause (iib) being "Extraordinary PaymentsEXTRAORDINARY PAYMENTS"), paid, issued or distributed from time to time in respect of the Pledged Collateral pledged by such PledgorCollateral.
Appears in 1 contract
Voting Rights and Certain Payments Prior to Event of Default. 5.1 Voting Rights and Ordinary Payments Prior to an Event of Default So long as no Event of Default shall have occurred and be continuing, each Pledgor shall be entitled:
(a) to exercise, as it shall think fit, but in a manner consistent with the terms hereof, the voting and consent power and other incidental rights of ownership with respect to the Pledged Collateral of such Pledgor, and for that purpose Agent shall (if any Pledged Securities shall be registered in the name of Agent or its nominee) execute or cause to be executed from time to time, at the expense of such Pledgor, such proxies or other instruments in favor of such Pledgor or its nominee, in such form and for such purposes as shall be reasonably required by such Pledgor and shall be specified in a written request therefor, to enable it to exercise such voting power with respect to the Pledged Securities; and
(b) except as otherwise provided in Sections 5.2 and 5.3 hereof, to receive and retain for its own account any and all payments, proceeds, dividends, distributions, monies, compensation, property, assets, instruments or rights to the extent such are permitted pursuant to the terms of the Credit Agreement, other than (i) stock or liquidating dividends or (ii) extraordinary dividends and dividends or other amounts payable under or in connection with any recapitalization, restructuring, or other non-ordinary course event (the dividends and amounts in this clause (ii) being "“Extraordinary Payments"”), paid, issued or distributed from time to time in respect of the Pledged Collateral pledged by such Pledgor.
Appears in 1 contract
Samples: Pledge Agreement (Southern Construction Products Inc)