Common use of Absence of an Event of Default Clause in Contracts

Absence of an Event of Default. So long as no Event of Default shall have occurred and be continuing: (i) Pledgor shall be entitled to exercise any and all voting and other consensual rights pertaining to the Pledged Collateral or any part thereof for any purpose not inconsistent with the terms of this Agreement, the Indenture or the other Indenture Documents; provided, however, that Pledgor shall not exercise (or refrain from exercising) any such right if such action would have an material and adverse effect on the value of the Pledged Collateral or any part thereof. (ii) Pledgor shall be entitled, in the manner and to the extent permitted by the Indenture, to receive and retain any and all dividends and interest paid in respect of the Pledged Collateral; provided, however, that any and all: (a) dividends, distributions and interest paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of, or in exchange for, any Pledged Collateral; and (b) cash paid, payable or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Pledged Collateral (provided that this clause (b) shall not be deemed to prohibit the payments allowed in the manner and to the extent set forth in Section 10.18 of the Indenture) shall be delivered to Collateral Agent, or such nominee(s) of Collateral Agent as Collateral Agent shall direct, to hold as Pledged Collateral and shall, if received by Pledgor, be received in trust for the benefit of Collateral Agent, be segregated from the other property or funds of Pledgor, and be forthwith delivered to Collateral Agent, or such nominee(s) of Collateral Agent as Collateral Agent shall direct, as Pledged Collateral in the same form as so received (with any necessary indorsement(s)). Pledgor shall promptly execute such instruments, documents and agreements and do such acts as reasonably necessary, or as Collateral Agent may deem to be necessary or desirable to give effect to the provisions of this Section 5.1(ii).

Absence of an Event of Default. So long as no Event of Default shall have occurred and be continuing: (i) Pledgor shall be entitled to exercise any and all voting and other consensual rights pertaining to the Pledged Collateral or any part thereof for any purpose not inconsistent with the terms of this Agreement, the Indenture or the other Indenture Documents; provided, however, that Pledgor shall not exercise (or refrain from exercising) any such right if such action would have an material and adverse effect on the value of the Pledged Collateral or any part thereof. (ii) Pledgor shall be entitled, in the manner and to the extent permitted by the Indenture, to receive and retain any and all dividends and interest paid in respect of the Pledged Collateral; provided, however, that any and allthat: (a) any and all dividends, distributions and interest paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of, or in exchange for, any Pledged Collateral; and (b) upon the occurrence and during the continuance of an Event of Default, any and all cash paid, payable or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Pledged Collateral (provided that this clause (b) shall not be deemed to prohibit the payments allowed in the manner and to the extent set forth in Section 10.18 of the Indenture) shall be delivered to Collateral Agent, or such nominee(s) of Collateral Agent as Collateral Agent shall direct, to hold as Pledged Collateral and shall, if received by Pledgor, be received in trust for the benefit of Collateral Agent, be segregated from the other property or funds of Pledgor, and be forthwith delivered to Collateral Agent, or such nominee(s) of Collateral Agent as Collateral Agent shall direct, as Pledged Collateral in the same form as so received (with any necessary indorsement(s)). Pledgor shall promptly execute such instruments, documents and agreements and do such acts as reasonably necessary, or as Collateral Agent may deem to be necessary or desirable to give effect to the provisions of this Section 5.1(ii).