Voting Rights, Dividends and Distributions. (a) So long as no Event of Default has occurred, is continuing, would result therefrom or be caused thereby, subject to the terms of this Agreement (i) Pledgor shall be entitled to exercise all voting and/or consensual rights and powers relating to the Collateral, and (ii) Pledgor shall be entitled to receive and retain cash dividends and/or distributions payable on the Collateral.
(b) Each party hereto shall execute and deliver (or cause to be executed and delivered) to the other party such proxies, powers of attorney, dividend orders and other instruments as such other party may request for the purpose of enabling it to exercise the voting and/or consensual rights and powers that it is entitled to exercise pursuant to this Agreement and/or to receive the dividends that it is authorized to receive and retain pursuant to this Agreement.
(c) Upon the occurrence and continuation of an Event of Default, all rights of Pledgor to exercise voting and/or consensual rights and powers and/or to receive dividends that Pledgor is entitled to exercise and/or receive pursuant to this Section 2.2 shall cease immediately without any notice to Pledgor or action by or on behalf of Secured Party or any other Person, and all such rights thereupon shall become vested solely and exclusively in Secured Party, for its benefit and the benefit of the Lenders, automatically without any action by any Person. Pledgor hereby appoints Secured Party, for its benefit and the benefit of the Lenders, its attorney-in-fact, with full power of substitution, which appointment as attorney-in-fact is irrevocable and coupled with an interest, to take all such actions upon or after the occurrence and continuation of an Event of Default, whether in the name of Secured Party, any Lender or Pledgor, as Secured Party may consider necessary or desirable for the purpose of exercising such rights and receiving such dividends. Any dividends, distributions in property, returns of capital and other distributions made on or in respect of the Collateral, and any and all cash and other property received in exchange therefor and/or redemption of any Collateral delivered to Pledgor in violation of this Agreement shall be held in trust for the benefit of the Secured Party, for its benefit and the benefit of the Lenders, and forthwith shall be delivered to Secured Party, for its benefit and the benefit of the Lenders. Any and all money and other property received by Secured Party pursuant to the provisions of this...
Voting Rights, Dividends and Distributions. Except as provided in this Section 6.4 or the Award Agreement, during any period in which shares acquired pursuant to a Restricted Stock Award remain subject to vesting conditions, the Participant shall have all of the rights of a stockholder of the Corporation holding shares of Stock, including the right to vote such shares and to receive all dividends and other distributions paid with respect to such shares. Unless otherwise provided for in an Award Agreement, for a Restricted Stock Award based upon the satisfaction of Performance Goals, the Participant shall be entitled to receive dividends or other distributions during the period beginning on the date a Restricted Stock Award is granted and ending, with respect to each share of Stock underlying the Award, on the earlier of the date the Performance Period is completed or the date on which the Award is terminated. Dividends or other distributions paid on a Restricted Stock Award based upon the satisfaction of Performance Goals will be based on the number of shares earned by the Participant. However, in the event of a dividend or distribution paid in shares of Stock or other property or any other adjustment made upon a change in the capital structure of the Corporation as described in Section 3.2, any and all new, substituted or additional securities or other property (other than normal cash dividends) to which the Participant is entitled by reason of the Participant’s Restricted Stock Award shall be immediately subject to the same vesting conditions as the shares subject to the Restricted Stock Award with respect to which such dividends or distributions were paid or adjustments were made.
Voting Rights, Dividends and Distributions. Except as provided in this Section, Section 8.4 and any Award Agreement, during the Restriction Period applicable to shares subject to a Restricted Stock Award, the Participant shall have all of the rights of a stockholder of the Company holding shares of Stock, including the right to vote such shares and to receive all dividends and other distributions paid with respect to such shares. However, in the event of a dividend or distribution paid in shares of Stock or any other adjustment made upon a change in the capital structure of the Company as described in Section 4.2, any and all new, substituted or additional securities or other property (other than normal cash dividends) to which the Participant is entitled by reason of the Participant?s Restricted Stock Award shall be immediately subject to the same Vesting Conditions as the shares subject to the Restricted Stock Award with respect to which such dividends or distributions were paid or adjustments were made.
Voting Rights, Dividends and Distributions. During the Vesting Period applicable to the Shares, Participant shall have all of the rights of a stockholder of the Company holding shares of Common Stock, including the right to vote such Shares and to receive all dividends and other distributions paid with respect to such Shares. However, in the event of a dividend or distribution paid in shares of Common Stock or any other adjustment made upon a change in the capital structure of the Company (as described in Section 4.2 of the Plan), then any and all new, substituted or additional securities or other property (other than normal cash dividends) to which the Participant is entitled by reason of the Participant's Stock Bonus shall be immediately subject to the same Vesting Conditions as the Shares subject to the Stock Bonus with respect to which such dividends or distributions were paid or adjustments were made.
Voting Rights, Dividends and Distributions. Subject to the Restrictions set forth in this Agreement, the Employee generally shall have the rights and privileges of a shareholder as to the Shares, including the right to vote the Shares and the right to receive dividends, if any, on account of the Shares; provided that, any cash dividends and stock dividends with respect to any Shares that have not then vested shall be withheld by the Company for the Employee’s account. No interest shall accrue or be credited on account of any cash dividends withheld by the Company under this Agreement. The cash dividends or stock dividends so withheld and attributable to any Shares shall be distributed to the Employee in cash or, at the discretion of the Board or Committee, in shares of Common Stock having a Fair Market Value (determined in accordance with the Plan) equal to the amount of such dividends upon the vesting of, and release of the Restrictions on, such Shares. If any Shares are forfeited, the Employee shall have no right to the dividends withheld by the Company on account of such forfeited Shares.
Voting Rights, Dividends and Distributions. Until the termination of this Agreement:
(a) Pledgor shall be entitled to fully exercise any and all voting and/or other consensual rights and powers that would otherwise accrue to an owner of the Pledged Interest or any part thereof, except as set forth in Section 2; provided, however, that in the event that (i) Pledgor shall breach or otherwise fail to comply with any of the representations, warranties, covenants or obligations under or pursuant to this Agreement and such breach or failure shall continue for five (5) days after notice thereof to Pledgor, which notice shall specify in reasonable detail the nature of the breach or failure or (ii) the Pledgor shall breach or otherwise default in any of its representations, warranties, covenants or obligations hereunder or under the Note, Pledgee shall then have the right to exercise any and all voting and/or other consensual rights and powers that would otherwise accrue to an owner of the Pledged Interest.
(b) All distributions, whether payable in cash, other property or securities of the Company or evidences of indebtedness of the Company that are payable or issuable with respect to the Pledged Interest shall, upon payment or issuance, be deemed to be part of the Pledged Interest. To the extent that such distributions include additional securities of the Company, such securities will be promptly delivered to the Escrow Agent, as set forth in the Escrow Agreement attached hereto as Exhibit A, to be held by it in accordance with the provisions of this Agreement.
Voting Rights, Dividends and Distributions. Except as provided in this Section, Section 8.5 and any Award Agreement, during any period in which shares acquired pursuant to a Restricted Stock Award remain subject to Vesting Conditions, the Participant shall have all of the rights of a stockholder of the Company holding shares of Stock, including the right to vote such shares and to receive all dividends and other distributions paid with respect to such shares; provided, however, that if so determined by the Committee and provided by the Award Agreement, such dividends and distributions shall be subject to the same Vesting Conditions as the shares subject to the Restricted Stock Award with respect to which such dividends or distributions were paid, and otherwise shall be paid no later than the end of the calendar year in which such dividends or distributions are paid to stockholders (or, if later, the 15th day of the third month following the date such dividends or distributions are paid to stockholders). In the event of a dividend or distribution paid in shares of Stock or other property or any other adjustment made upon a change in the capital structure of the Company as described in Section 4.3, any and all new, substituted or additional securities or other property (other than regular, periodic cash dividends) to which the Participant is entitled by reason of the Participant’s Restricted Stock Award shall be immediately subject to the same Vesting Conditions as the shares subject to the Restricted Stock Award with respect to which such dividends or distributions were paid or adjustments were made.
Voting Rights, Dividends and Distributions. During the Restriction Period, Grantee may exercise full voting rights with respect to the Restricted Shares. The payment of dividends and distributions with respect to the Restricted Shares shall be deferred until the lapsing of the Restriction Period applicable to the Restricted Shares. Interest on deferred cash dividends shall be credited to the account of Grantee at the prime rate as listed in the Wall Street Journal on the date on which the Restricted Shares was granted (or if not published on such date, the preceding business day), with such interest date to be adjusted on each subsequent October 1 to the prime rate listed in the Wall Street Journal on such date (or if not published on such date, the preceding business day). Payment of deferred cash dividends, together with the accrued interest thereon, shall be made to Grantee within 60 days of the lapsing of the Restriction Period applicable to the Restricted Shares with respect to which the deferred dividends were paid. Any dividends deferred (together with any interest accrued thereon) with respect to Restricted Shares shall be forfeited to the Company upon the forfeiture of such Restricted Shares. If any dividends or distributions are paid in the form of Common Stock, such Common Stock shall be subject to the same restrictions as the Restricted Shares with respect to which they were paid. Grantee agrees to deliver to the Company any certificates representing stock or other securities which Grantee may receive during the Restriction Period with respect to Restricted Shares (together with a stock power endorsed in blank by Grantee).
Voting Rights, Dividends and Distributions. During the Restriction Period, Employee may exercise full voting rights, and shall be entitled to receive all dividends and other distributions paid with respect to the Restricted Stock. If any dividends or distributions are paid in the form of Common Stock, such Common Stock shall be subject to the same restrictions as the shares of Restricted Stock with respect to which they were paid. Employee agrees to deliver to the Company any certificates representing stock or other securities which Employee may receive during the Restriction Period with respect to Restricted Stock (together with a stock power endorsed in blank by Employee).
Voting Rights, Dividends and Distributions
