Common use of WHILE NO EVENT OF DEFAULT Clause in Contracts

WHILE NO EVENT OF DEFAULT. Unless and until an Event of Default shall have occurred and be continuing, each Pledgor shall be entitled to (i) exercise any and all voting and other consensual rights pertaining to the Collateral and to give all consents, waivers or ratifications in respect thereof; and (ii) exercise any and all voting, 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 or be inconsistent with any of the terms of this Agreement, the Credit Agreement, any other Credit Document, any Interest Rate Protection Agreement (collectively, the "Secured Debt Agreements"), or which would have the effect of impairing the value of the Collateral or any part thereof or the position, interests, rights, priorities or remedies of the Pledgee or any other Secured Creditor in the Collateral or under any Secured Debt Agreement. All such rights of such Pledgor to vote and to give consents, waivers and ratifications shall cease 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 Event of Default of the type described in Section 10.05 of the Credit Agreement shall occur, no such notice shall be required to give effect to this sentence), and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until an a Noticed Event of Default (as hereinafter defined) shall have occurred and be continuing, each Pledgor shall be entitled to (i) exercise vote any and all voting and other consensual rights pertaining to the Collateral Pledged Stock owned by it and to give all consents, waivers or ratifications in respect thereof; and (ii) exercise any and all voting, 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, provided that no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate or be inconsistent with any of the terms of this Agreement, the Credit Agreement, any other Credit Document, any Interest Rate Protection Agreement or any Additional Senior Debt Agreement (collectively, the "“Secured Debt Agreements"”), or which would have the effect of impairing the value of the Collateral position or any part thereof or the position, interests, rights, priorities or remedies interests of the Pledgee or any other Secured Creditor in the Collateral or under any Secured Debt AgreementCreditor. All such rights of such each Pledgor to vote and to give consents, waivers and ratifications shall cease if an in case a Noticed Event of Default has occurred shall occur 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 Event of Default of the type described in Section 10.05 of the Credit Agreement shall occur, no such notice shall be required to give effect to this sentence)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 an Event of Default there shall have occurred and be continuingcontinuing an Event of Default 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, each 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 in respect of the Pledgor), the Pledgor shall be entitled to (i) exercise any and all voting and other consensual rights and powers pertaining to the Collateral Pledged Securities owned by it, and to give all consents, waivers or ratifications in respect thereof; and (ii) exercise any and all voting, 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, provided that no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate or be inconsistent with any of the terms of this Agreement, the Credit AgreementAgreements, any other Credit Document, Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "Secured Debt Agreements"), or which would have the effect of impairing the value of the Collateral or any part thereof or the position, interests, rights, priorities position or remedies interests of the Pledgee or any other Secured Creditor in the Collateral or under any Secured Debt AgreementCollateral. All such rights of such the Pledgor to vote and to give consents, waivers and ratifications shall cease if in case an Event of Default has occurred and is continuing continuing, and the Collateral Agent Pledgee has thereafter provided exercised any of its remedies under Section 7(d) hereof (or has given notice to the Borrower Pledgor that it intends to exercise such rights are suspended (provided that if any Default 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 Section 10.05 either Credit Agreement in respect of the Credit Agreement shall occur, no such notice shall be required to give effect to this sentencePledgor), and Section 7 hereof shall become applicable.

WHILE NO EVENT OF DEFAULT. Unless and until (i) an Event of Default shall have occurred and be continuingcontinuing 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), each Pledgor shall be entitled to (i) exercise any and all voting and other consensual rights pertaining to the Collateral Pledged Securities and to give all consents, waivers or ratifications in respect thereof; and (ii) exercise any and all voting, 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, that no vote shall be cast or any consent, waiver or ratification given or any action taken or omitted to be taken which would violate or be inconsistent with any of the terms of this Agreement, the Credit Agreement, any other Credit Document, Document or any Interest Rate Protection Agreement or Other Hedging Agreement (collectively, the "Secured Debt Agreements"), or which would have the effect of impairing the value of the Collateral position or any part thereof or the position, interests, rights, priorities or remedies interests of the Pledgee or any other Secured Creditor Creditor, except to the extent such violation, inconsistency or impairment shall be waived in accordance with the Collateral or under any Secured Debt Agreementterms of Section 20 hereof. All such rights of such Pledgor to vote and to give consents, waivers and ratifications shall cease in case (i) an Event of 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 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 Event of Default of the type described specified in Section 10.05 9.05 of the Credit Agreement shall occur, no such notice shall be required to give effect to this sentencerequired), and Section 7 hereof shall become applicable.