Common use of WHILE NO EVENT OF DEFAULT Clause in Contracts

WHILE NO EVENT OF DEFAULT. Unless and until there shall have occurred and be continuing an Event of Default or a Default under Section 10.01 or 10.05 of the Credit Agreement (each such Default, a "SPECIFIED DEFAULT"), each Pledgor shall be entitled to exercise all voting rights attaching to any and all 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 breach of any covenant contained in, or be inconsistent with, any of the terms of this Agreement, the Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTS"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor therein. All such rights of a Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default or a Specified Default shall occur and be continuing and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof has been given by the Pledgee to the relevant Pledgor (provided that if an Event of Default or a Default under specified in Section 10.01 or 10.05 9.05 of the Credit Agreement (each shall occur, no such Default, a "SPECIFIED DEFAULT"notice shall be required), each Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Securities and to give all consents, waivers or ratifications in respect thereof; provided, PROVIDED that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinCreditor, except to the extent such violation, inconsistency or impairment shall be waived in accordance with the terms of Section 20 hereof. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications shall cease in case (i) an Event of Default or a Specified Default shall occur and be continuing and (ii) written notice thereof has 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), and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there shall have occurred and be continuing an Event of Default or a Default under Section 10.01 or 10.05 of the Credit Agreement (each such Default, a "SPECIFIED DEFAULT"), each Each Pledgor shall be entitled to exercise all voting rights attaching to any and all 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 except to the extent otherwise expressly permitted under the Credit Agreement, 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 inconsistent with, with any of the terms of this any Secured Debt Agreement, the Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTS"), or which would could reasonably be expected to have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinin the Collateral, unless expressly permitted by the terms of the Secured Debt Agreements. All Notwithstanding the foregoing, all such rights of a each Pledgor to vote and to give consents, waivers and ratifications shall cease in case either (x) an Event of Default under Section 11.05 of the Credit Agreement has occurred and is continuing or a Specified (y) any other Event of Default shall occur has occurred and be is continuing and the Pledgee has otherwise notified Holdings or the Borrower, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof shall have been given by the Pledgee to the relevant Pledgor (provided, that if an Event of Default specified in Section 9.01(f) or a Default under Section 10.01 or 10.05 (g) of the Credit Agreement (each shall occur, no such Default, a "SPECIFIED DEFAULT"notice shall be required), each Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Securities and to give all consents, waivers or ratifications in respect thereof; provided, PROVIDED that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Loan Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinCreditor, except to the extent such violation, inconsistency or impairment shall be waived in accordance with the terms of Section 20 hereof. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default or a Specified Default shall occur and be continuing continuing, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there shall have occurred and be continuing an Event of Default or a Default and the Pledgee has exercised any of its remedies under Section 10.01 7(d) hereof (or 10.05 has given notice to the Pledgor that it intends to exercise such remedies, although no such notice shall be required and the Pledgee shall be entitled to exercise such remedies immediately upon the occurrence of a bankruptcy or insolvency Event of Default of the type described in either Credit Agreement (each such Default, a "SPECIFIED DEFAULT"in respect of the Pledgor), each the Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral voting and other consensual rights and powers pertaining to the Pledged Securities owned by it, and to give consents, waivers or ratifications in respect thereof, PROVIDED ; provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit AgreementAgreements, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinin the Collateral. All such rights of a the Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default has occurred and is continuing, and the Pledgee has exercised any of its remedies under Section 7(d) hereof (or has given notice to the Pledgor that it intends to exercise such remedies, although no such notice shall be required and the Pledgee shall be entitled to exercise such remedies immediately upon the occurrence of a Specified bankruptcy or insolvency Event of Default shall occur and be continuing and Section 7 hereof shall become applicableof the type described in either Credit Agreement in respect of the Pledgor).

WHILE NO EVENT OF DEFAULT. Unless and until there (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof shall have been given by the Pledgee to the relevant Pledgor (provided, that if an Event of Default or a Default under specified in Section 10.01 or 10.05 9.05 of the Credit Agreement (each shall occur, no such Default, a "SPECIFIED DEFAULT"notice shall be required), each Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Securities and to give all consents, waivers or ratifications in respect thereof; provided, PROVIDED that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinunder this Agreement. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default or a Specified Default shall occur and be continuing and written notice shall have been given to the relevant Pledgor pursuant to clause (ii) above, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there an Event of Default shall have occurred and be continuing an Event of Default or a Default under Section 10.01 or 10.05 of the Credit Agreement (each such Default, a "SPECIFIED DEFAULT")continuing, each Pledgor shall be entitled to (i) exercise all voting rights attaching to any and all voting and other consensual rights pertaining to the Collateral owned by it, and to give all consents, waivers or ratifications in respect thereof; and (ii) exercise any and all voting, PROVIDED that consent, administration, management and other rights and remedies under (x) any limited liability company agreement or operating agreement or otherwise with respect to the Pledged Limited Liability Interests of such Pledgor and (y) any partnership agreement or otherwise with respect to the Pledged Partnership Interests of such Pledgor; 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 breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or Document, any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position position, interests, rights, priorities or interests remedies of the Pledgee or any other Secured Creditor thereinin the Collateral or under any Secured Debt Agreement. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications shall cease in case if an Event of Default has occurred and is continuing and the Collateral Agent has thereafter provided notice to the Borrower that such rights are suspended (provided that if any Default or a Specified Event of Default of the type described in Section 10.05 of the Credit Agreement shall occur and occur, no such notice shall be continuing required to give effect to this sentence), and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof shall have been given by the Pledgee to the relevant Pledgor (provided, -------- that if an Event of Default or a Default under specified in Section 10.01 or 10.05 9.05 of the Credit Agreement (each shall occur, no such Default, a "SPECIFIED DEFAULT"notice shall be required), each Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Securities and to give all consents, waivers or ratifications in respect thereof; provided, PROVIDED that no vote shall be cast or any consent, waiver or -------- ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinCreditor, except to the extent such violation, inconsistency or impairment shall be waived in accordance with the terms of Section 20 hereof. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default or a Specified Default shall occur and be continuing continuing, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof shall have been given by the Pledgee to the relevant Pledgor (provided, that if an Event of Default or a Default under specified in Section 10.01 or 10.05 9.05 of the Credit -------- Agreement (each shall occur, no such Default, a "SPECIFIED DEFAULT"notice shall be required), each Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Securities and to give all consents, waivers or ratifications in respect thereof; provided, PROVIDED that no vote shall be cast or any consent, waiver or -------- ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinCreditor, except to the extent such violation, inconsistency or impairment shall be waived in accordance with the terms of Section 20 hereof. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default or a Specified Default shall occur and be continuing continuing, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there an Event of Default shall have occurred and be continuing an Event of Default or a Default under Section 10.01 or 10.05 of the Credit Agreement (each such Default, a "SPECIFIED DEFAULT")continuing, each Pledgor shall be entitled to (i) exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Stock and to give all consents, waivers or ratifications in respect thereofthereof and (ii) exercise any and all voting, PROVIDED consent, administration, management and other rights and remedies under (x) any limited liability company agreement or operating agreement or otherwise with respect to the Pledged Limited Liability Interests of such Pledgor and (y) any partnership agreement or otherwise with respect to the Pledged Partnership Interests of such Pledgor, in each case together with all other rights assigned pursuant to Sections 3.1(a)(iv)(E) and 3.1(a)(v)(E) hereof; provided, that no vote shall be cast or any consent, waiver or ratification given or any other action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, Agreement or any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Secured Debt Agreement (collectively, the "SECURED DEBT AGREEMENTS"as defined in Section 7 hereof), or which would have the effect of materially impairing the value of the Collateral rights, priorities or any material part thereof or the position or interests remedies of the Pledgee or any other Secured Creditor thereinunder this Agreement or any other Secured Debt Agreement. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications ratification's shall cease in case an Event of Default or a Specified Default shall occur and be continuing continuing, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there a Noticed Event of Default (as hereinafter defined) shall have occurred and be continuing an Event of Default or a Default under Section 10.01 or 10.05 of the Credit Agreement (each such Default, a "SPECIFIED DEFAULT")continuing, each Pledgor shall be entitled to exercise all voting rights attaching to vote any and all Collateral Pledged Stock owned by it, it and to give consents, waivers or ratifications in respect thereof, PROVIDED ; provided that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or Document, any Interest Rate Protection Agreement or Other Hedging any Additional Senior Debt Agreement (collectively, the "SECURED DEBT AGREEMENTS"“Secured Debt Agreements”), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinCreditor. All such rights of a each Pledgor to vote and to give consents, waivers and ratifications shall cease in case an a Noticed Event of Default or a Specified Default shall occur and be continuing continuing, and Section 7 hereof shall become applicable. A “Noticed Event of Default” shall mean (A) at all times prior to the date on which the Credit Agreement and all Letters of Credit have been terminated and there remain outstanding no Credit Agreement Obligations (such date the “Credit Agreement Termination Date”), (i) an Event of Default in respect of the Company under Section 10.05 of the Credit Agreement and (ii) any other Event of Default under the Credit Agreement in respect of which the Administrative Agent has given the Company written notice that such Event of Default constitutes a Noticed Event of Default and (B) at all times after the date all of the Obligations of the Credit Parties under the Credit Documents have been indefeasibly paid in full in cash (the “Credit Agreement Termination Date”) (i) the commencement of any bankruptcy, insolvency or similar proceeding with respect to the Pledgor and (ii) (x) in the event any obligations other than Public Obligations (as defined below) are then outstanding, any other Event of Default under the documentation governing any such obligations in respect of which any Secured Creditor holding such Obligations (or, in the event an agent or other representative of the holders of such Obligations shall have been appointed, such representative) has given the Company written notice that such Event of Default constitutes a Noticed Event of Default or (y) in the event that any Additional Senior Debt Obligations with respect to other securities registered under the Securities Act of 1933, as amended (such obligations, “Public Obligations”), any Event of Default under the documentation governing such other Public Obligations in respect of which the representative appointed in connection with such Public Obligations has given the Pledgor written notice that such a Noticed Event of Default constitutes an Event of Default.

WHILE NO EVENT OF DEFAULT. Unless and until there shall have an Event of Default has occurred and be continuing and the Pledgee shall have notified the Pledgor that the Pledgor may no longer exercise the rights referred to below (except that no such notice shall be required in the case of an Event of Default or a Default under specified in Section 10.01 or 10.05 9.05 of the Credit Agreement with respect to the Pledgor (each such Default, a "SPECIFIED DEFAULTBankruptcy Event of Default")), each the Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral voting and other consensual rights pertaining to the Pledged Securities 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 breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, any other Credit Document or any Secured Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTSSecured Debt Agreements"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor therein. All such rights of a the Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default or a Specified Default shall occur and be continuing and, except in the case of a Bankruptcy Event of Default with respect to the Pledgor, the Pledgee shall have notified the Pledgor of such cessation, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there an Event of Default shall have occurred and be continuing an Event of Default or a Default under Section 10.01 or 10.05 of the Credit Agreement (each such Default, a "SPECIFIED DEFAULT")continuing, each Pledgor shall be entitled to (i) exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Stock and to give all consents, waivers or ratifications in respect thereofthereof and (ii) exercise any and all voting, PROVIDED consent, administration, management and other rights and remedies under (x) any limited liability company agreement or operating agreement or otherwise with respect to the Pledged Limited Liability Interests of such Pledgor and (y) any partnership agreement or otherwise with respect to the Pledged Partnership Interests of such Pledgor, in each case together with all other rights assigned pursuant to Sections 3.1(a)(iv)(E) and 3.1(a)(v)(E) hereof; provided, that no vote shall be -------- cast or any consent, waiver or ratification given or any other action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this Agreement, the Credit Agreement, Agreement or any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Secured Debt Agreement (collectively, the "SECURED DEBT AGREEMENTS"as hereinafter defined), or which would have the effect of materially impairing the value of the Collateral rights, priorities or any material part thereof or the position or interests remedies of the Pledgee or any other Secured Creditor thereinunder this Agreement or any other Secured Debt Agreement. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications ratification's shall cease in case an Event of Default or a Specified Default shall occur and be continuing continuing, and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until there (i) an Event of Default shall have occurred and be continuing and (ii) written notice thereof shall have been given by the Pledgee to the relevant Pledgor (provided, that if an Event of Default or a Default under specified in Section 10.01 or 10.05 8.05 of the Credit Agreement (each shall occur, no such Default, a "SPECIFIED DEFAULT"notice shall be required), each Pledgor shall be entitled to exercise all voting rights attaching to any and all Collateral owned by it, voting and other consensual rights pertaining to the Pledged Securities and to give all consents, waivers or ratifications in respect thereofthereof subject to the terms of Section 7; provided, PROVIDED that no vote shall be cast or any consent, waiver or ratification given or any action taken which would violate, result in breach of any covenant contained in, violate or be inconsistent with, with any of the terms of this any Secured Debt Agreement, the Credit Agreement, any other Credit Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "SECURED DEBT AGREEMENTS"), or which would have the effect of materially impairing the value of the Collateral or any material part thereof or the position or interests of the Pledgee or any other Secured Creditor thereinCreditor. All such rights of a such Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default or a Specified Default shall occur and be continuing and and, to the extent applicable, written notice thereof shall have been given as provided in clause (ii) above, in which case Section 7 hereof shall become applicable.