Voting Rights and Distributions. (i) So long as no Default or Event of Default shall have occurred and be continuing (both before and after giving effect to any of the actions or other matters described in clauses (A) or (B) of this subparagraph):
(A) Each Debtor shall be entitled to exercise any and all voting and other consensual rights (including, without limitation, the right to give consents, waivers and ratifications) pertaining to any of the Pledged Shares or any part thereof; provided, however, that no vote shall be cast or consent, waiver or ratification given or action taken without the prior written consent of the Agent which would violate any provision of this Agreement or the Credit Agreement; and
(B) Except as otherwise provided by the Credit Agreement, such Debtor shall be entitled to receive and retain any and all dividends, distributions and interest paid in respect to any of the Pledged Shares.
(ii) Upon the occurrence and during the continuance of a Default or an Event of Default:
(A) The Agent may, without notice to such Debtor, transfer or register in the name of the Agent or any of its nominees, for the equal and ratable benefit of the Lenders, any or all of the Pledged Shares and the Proceeds thereof (in cash or otherwise) held by the Agent hereunder, and the Agent or its nominee may thereafter, after delivery of notice to such Debtor, exercise all voting and corporate rights at any meeting of any corporation issuing any of the Pledged Shares and any and all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining to any of the Pledged Shares as if the Agent were the absolute owner thereof, including, without limitation, the right to exchange, at its discretion, any and all of the Pledged Shares upon the merger, consolidation, reorganization, recapitalization or other readjustment of any corporation issuing any of such Pledged Shares or upon the exercise by any such issuer or the Agent of any right, privilege or option pertaining to any of the Pledged Shares, and in connection therewith, to deposit and deliver any and all of the Pledged Shares with any committee, depositary, transfer agent, registrar or other designated agency upon such terms and conditions as the Agent may determine, all without liability except to account for property actually received by it, but the Agent shall have no duty to exercise any of the aforesaid rights, privileges or options, and the Agent shall not be responsible for any failure to do so or de...
Voting Rights and Distributions. (a) The Indemnification Escrow Shares, unless and until delivered to Acquiror pursuant to this Agreement, shall be registered in the name of the Shareholders, who shall be entitled to vote the Indemnification Escrow Shares. All cash dividends or distributions of assets declared by Acquiror with respect to its Common Stock prior to the Indemnification Termination Date, shall be paid directly to the Shareholders as if they had received all of the shares of Acquiror Common Stock deliverable to him at the Effective Time of the Merger and no shares had been placed into escrow under this Agreement (subject to reduction to reflect the delivery of Indemnification Escrow Shares to Acquiror under this Agreement).
(b) All shares of Acquiror Common Stock relating to Indemnification Escrow Shares still held by the Indemnification Escrow Agent under this Agreement and resulting from conversion, stock dividend, stock split, reclassification, recapitalization or corporate reorganization of Acquiror, shall be delivered to the Indemnification Escrow Agent when deliverable to holders of other outstanding shares of Acquiror Common Stock, shall be credited to the account of the Shareholders and shall constitute additional Indemnification Escrow Shares.
Voting Rights and Distributions. (a) So long as no Event of Default shall have occurred and be continuing, the Pledgor shall have the right to exercise all voting, consensual and other powers of ownership pertaining to the Pledged Property; provided, that the Pledgor agrees that it will not vote any of the Pledged Property in any manner that is inconsistent with the terms of this Agreement, the Participation Agreement, the Note or any other Operative Document; and the Securities Intermediary shall execute and deliver to the Pledgor or cause to be executed and delivered to the Pledgor all such proxies, powers of attorney and other orders, and all such instruments, without recourse, as the Pledgor may reasonably request for the purpose of enabling the Pledgor to exercise the rights and powers which it is entitled to exercise pursuant to this Section 5.4.
(b) Any principal of and interest on, and any dividends or distributions with respect to, any Pledged Property (such principal, interest, dividends and distributions which the Pledgor is entitled to receive and retain under this clause being herein called "Distributions"), shall be paid directly to the Securities Intermediary, retained by it and deposited into the Collateral Account as additional Pledged Property, subject to the terms of this Agreement, and, if the Collateral Agent shall so request in writing, the Pledgor agrees to execute and deliver to the Securities Intermediary appropriate orders and documents to effectuate the provisions of this clause (b).
Voting Rights and Distributions. (a) So long as no Event of Default occurs, Pledgor shall be entitled to exercise any and all voting rights pertaining to the Pledged Shares and shall be entitled to receive and retain any distributions paid or distributed in respect of the Pledged Shares.
(b) Upon the occurrence and during the continuance of an Event of Default, all rights of Pledgor to exercise the voting rights or receive and retain distributions that it would otherwise be entitled to exercise or receive and retain shall cease, and all such rights shall thereupon automatically become vested in Pledgee, who shall thereupon have the sole right to exercise such voting rights and to receive and retain such distributions. To effectuate this, Pledgor shall execute the Proxy attached as Exhibit A hereto, which is fully incorporated herein, upon the execution of this Agreement. Pledgor shall execute and deliver (or cause to be executed and delivered) to Pledgee any other proxies or instruments as Pledgee may reasonably request for the purpose of enabling Pledgee to exercise the voting rights which it is entitled to exercise and to receive the distributions that it is entitled to receive and retain pursuant to the preceding sentence.
Voting Rights and Distributions. (a) Subject to the provisions of the Indemnification Agreement, until the Collateral is applied to satisfy any obligation of the Pledgors under the Indemnification Agreement (a “Secured Obligation”), each Pledgor shall be entitled to exercise all voting rights with respect to the Collateral and, for that purpose, the Operating Partnership and the Company shall (if such Collateral is registered in the name of the Operating Partnership or the Company) execute or cause to be executed from time to time, at the expense of the applicable Pledgor, such proxies or other instruments in favor of the applicable Pledgor or its nominee in such form and for such purposes as shall be reasonably required and specified in writing by the applicable Pledgor, to enable the applicable Pledgor to exercise such voting power with respect to such Collateral.
(b) Until the Operating Partnership and the Company reasonably determine that the outstanding OP Claims asserted by the OP Indemnified Parties in one or more Claim Notice may equal or exceed the value of the Collateral then-available to satisfy such OP Claims, each Pledgor shall be entitled to receive and retain for its own account any and all regular cash distributions (but not distributions in the form of any additional OP Units and/or Common Shares or other securities, distributions in kind or liquidating distributions, all of which shall be delivered and applied in accordance with Section 5 hereof) and interest at any time and from time to time paid upon any of the Collateral.
Voting Rights and Distributions. 5.1 Prior to Charge becoming enforceable
(a) all voting rights and (if applicable) any right to nominate or remove a director attaching to the Charged Assets shall continue to be exercised by the Chargor, and the Chargor shall not permit any person other than the Chargor or the Security Agent to be registered as holder of the Charged Assets or any part thereof; and
(b) all cash Distributions and other monies payable in respect of the Charged Assets shall be retained by the Chargor, provided always that (i) the Chargor shall not exercise any of the above rights in a way which may prejudice the value of or vary any Right attached to or conferred by the Charged Assets or otherwise impair the value of or jeopardise this Charge and (ii) any shares of the Company issued as a Distribution to the Chargor shall be automatically and immediately become subject to this Charge, and any dividend or other payment made as a Distribution shall be subject to the terms of the Purchase Agreement.
Voting Rights and Distributions. During the term of this Agreement ------------------------------- and as long as neither GMC nor RAI is in default under the Purchase Agreement, GMC and RAI each shall have the right to vote the Shares and any additional shares of the capital stock of the Company held on their behalf hereunder and to receive all cash distributions thereon subject to the limitations set forth in Section 1.2.
Voting Rights and Distributions. The Collateral are subject to a shareholders’ agreement by and between Debtor and Secured Party of even date with this Agreement (the “Shareholders’ Agreement”) that allows Secured Party to vote the Collateral. During the term of this Agreement and so long as Debtor is not in default in the performance of any of the terms of this Agreement or in the payment of the principal or interest under the Note, Debtor shall have the right to receive all distributions declared with respect to the Collateral.
Voting Rights and Distributions. You shall have such voting rights as are applicable to a Unit. You shall also have a right to receive all distributions paid during the Restriction Period with respect to the Restricted Units granted herein as provided in this Section 4. All distributions paid on your Restricted Units during the Restriction Period will be held by the Partnership and paid to you in cash at the conclusion of the Restriction Period (or upon your termination as provided in Section 2(b) above, if earlier), but only with respect to Restricted Units for which the Restrictions have lapsed. Such cash payment will equal (i) the number of Restricted Units awarded to you under this Agreement for which the Restrictions have lapsed multiplied by (ii) the aggregate amount of distributions per Unit paid to the Partnership’s unitholders on Units during the Restriction Period (or, during the period from the beginning of the Restriction Period through the date of your termination as provided in Section 2(b) above, if applicable), without interest.
Voting Rights and Distributions. You shall have such voting rights as are applicable to a Unit. You shall also have a right to receive all distributions paid during the Restriction Period with respect to the Restricted Units granted herein.
