Common use of Voting Rights in Respect of the Pledged Collateral Clause in Contracts

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until such Event of Default has been waived or cured in accordance with the terms of the Credit Agreement), all rights of a Pledgor to exercise the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) shall cease and all such rights shall thereupon become vested in the Agent which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 3 contracts

Samples: Pledge Agreement (Galey & Lord Inc), Pledge Agreement (Galey & Lord Inc), Pledge Agreement (Galey & Lord Inc)

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Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless Default, and until such Event delivery by the Administrative Agent to the applicable Pledgor of Default has been waived or cured in accordance with the terms notice of the Credit Agreementits intent to exercise its rights under this Section 9(d), all rights of a each Pledgor to exercise the voting and other consensual rights which it that such Pledgor would otherwise be entitled to exercise pursuant to clause paragraph (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Administrative Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 3 contracts

Samples: Pledge Agreement, Pledge Agreement (Dermira, Inc.), Pledge Agreement (Kala Pharmaceuticals, Inc.)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by lawLaw, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until following delivery to such Event Pledgor by the Collateral Agent of Default has been waived or cured in accordance with the terms notice of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 3 contracts

Samples: Credit Agreement (HSN, Inc.), Pledge Agreement (HSN, Inc.), Pledge Agreement (HSN, Inc.)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless Default, and until such Event delivery by the Agent to the relevant Pledgor of Default has been waived or cured in accordance with the terms of the Credit Agreement), its intent to exercise its rights under this Section 10(d)(ii) all rights of a Pledgor to exercise the voting and other consensual rights which it would otherwise be entitled to exercise pursuant to clause paragraph (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 2 contracts

Samples: Credit Agreement (Apria Healthcare Group Inc), Credit Agreement (Apria Healthcare Group Inc)

Voting Rights in Respect of the Pledged Collateral. (i) i. So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) . Upon the occurrence and during the continuance continuation of an Event of Default (unless and until such Event of Default has been waived or cured in accordance with upon notice to Pledgors from the terms of the Credit Agreement)Administrative Agent, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause paragraph (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Administrative Agent, which shall then have the sole right to exercise such voting and other consensual rights. iii. Each Pledgor hereby grants the Administrative Agent a proxy to exercise all of its voting rights with respect to the Pledged Collateral upon an Event of Default.

Appears in 2 contracts

Samples: Pledge Agreement (NOODLES & Co), Pledge Agreement (NOODLES & Co)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by lawLaw, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose which would not (A) be inconsistent with the terms of this Pledge Agreement or the Credit AgreementAgreement or (B) materially impair the Pledged Collateral; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until such Event of Default has been waived or cured in accordance with the terms of the Credit Agreement)Default, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause paragraph (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Administrative Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 2 contracts

Samples: Credit Agreement (Prometheus Laboratories Inc), Credit Agreement (Prometheus Laboratories Inc)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until following the Administrative Agent’s delivery to such Event Pledgor of Default has been waived or cured in accordance with the terms notice of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Administrative Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Credit Agreement (Cbeyond Communications Inc)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights solely pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon After the occurrence and during the continuance continuation of an Event of Default (unless and until following delivery to such Event Pledgor by the Collateral Agent of Default has been waived or cured in accordance with the terms written notice of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Credit Agreement (Sealy Mattress Co of Illinois)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance continuation of an Event of Default (unless and until following the Collateral Agent’s delivery to such Event Pledgor of Default has been waived or cured in accordance with the terms notice of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Pledge Agreement (Premiere Global Services, Inc.)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless Default, and until such Event delivery by the Administrative Agent to the applicable Pledgor of Default has been waived or cured in accordance with the terms notice of the Credit Agreementits intent to exercise its rights under this Section 9(d), all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause paragraph (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Administrative Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Pledge Agreement (Veracyte, Inc.)

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Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until following delivery to such Event Pledgor by the Collateral Agent of Default has been waived or cured in accordance with the terms notice of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Credit Agreement (Ticketmaster Entertainment, Inc.)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until following delivery to such Event Pledgor by the Collateral Agent of Default has been waived or cured in accordance with the terms of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Pledge Agreement (Directv Financing Co Inc)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by lawLaw, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; Loan Agreement and (ii) Upon the occurrence and during the continuance of an Event of Default and notice from the Collateral Agent to the applicable Pledgor that the Collateral Agent intends to exercise its rights pursuant to this paragraph (unless and until such Event of Default has been waived or cured in accordance with the terms of the Credit Agreementii), all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause paragraph (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Pledge Agreement (Kraton Performance Polymers, Inc.)

Voting Rights in Respect of the Pledged Collateral. (i) So long Except as no Event of Default shall have occurred and be continuing, to the extent permitted by lawprovided in Section 9(d)(ii) below, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until such Event delivery by the Administrative Agent to the applicable Pledgor of Default has been waived or cured in accordance with the terms notice of the Credit Agreementits intent to exercise its rights under this Section 9(d), all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause paragraph (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Administrative Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Pledge Agreement (Fleetcor Technologies Inc)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by lawLaw, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until following the Collateral Agent’s delivery to such Event Pledgor of Default has been waived or cured in accordance with the terms notice of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Pledge Agreement (Rehabcare Group Inc)

Voting Rights in Respect of the Pledged Collateral. (i) So long as no Event of Default shall have occurred and be continuing, to the extent permitted by law, each Pledgor may exercise any and all voting and other consensual rights pertaining to the Pledged Collateral of such Pledgor or any part thereof for any purpose not inconsistent with the terms of this Pledge Agreement or the Credit Agreement; and (ii) Upon the occurrence and during the continuance of an Event of Default (unless and until following the Collateral Agent’s delivery to such Event Pledgor of Default has been waived or cured in accordance with the terms notice of the Credit Agreement)its intent to exercise such rights, all rights of a Pledgor to exercise the voting and other consensual rights which that it would otherwise be entitled to exercise pursuant to clause (i) of this paragraph (e) subsection shall cease and all such rights shall thereupon become vested in the Agent Collateral Agent, which shall then have the sole right to exercise such voting and other consensual rights.

Appears in 1 contract

Samples: Pledge Agreement (Ptek Holdings Inc)

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