Common use of Absent an Event of Default Clause in Contracts

Absent an Event of Default. So long as no Event of Default occurs and is continuing: (i) Debtor shall be entitled to exercise any and all voting and other consensual rights pertaining to the Pledged Interests or any part thereof for any purpose not inconsistent with the terms of this Agreement, the Loan Agreement or the other Loan Documents; and (ii) Debtor shall be entitled, subject to the terms of the Loan Agreement, to receive and retain any and all distributions and interest paid in respect of the Pledged Interests; provided that (a) Debtor acknowledges that there are no permitted distributions from EQMI under the Loan Agreement other than as expressly provided in Section 10.18 thereof and (b) any and all: (1) 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 Interests; and (2) cash paid, payable or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Pledged Interests shall be delivered to Secured Party, or such nominee(s) of Secured Party as Secured Party shall direct, to hold as Pledged Collateral and shall, if received by Debtor, be received in trust for the benefit of Secured Party, be segregated from the other property or funds of Debtor, and be forthwith delivered to Secured Party, or such nominee(s) of Secured Party as Secured Party shall direct, as Pledged Collateral in the same form as so received (with any necessary indorsement(s)). Debtor shall, upon request by Secured Party, promptly execute such instruments, documents and agreements and do such acts as may be necessary or advisable to give effect to the provisions of this Section 7.1.1.

Appears in 1 contract

Sources: Pledge Agreement (EQM Technologies & Energy, Inc.)

Absent an Event of Default. So long as no Event of Default occurs and is continuing: (i) Debtor shall be entitled to exercise any and all voting and other consensual rights pertaining to the Pledged Interests or any part thereof for any purpose not inconsistent with the terms of this Agreement, the Loan Financing Agreement or the other Loan Documents; and (ii) Debtor shall be entitled, subject to the terms of the Loan Financing Agreement, to receive and retain any and all distributions and interest paid in respect of the Pledged Interests; provided that (a) Debtor acknowledges that there are no permitted distributions from EQMI under the Loan Financing Agreement other than as expressly provided in Section 10.18 thereof and (b) any and all: (1) 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 Interests; and (2) cash paid, payable or otherwise distributed in respect of principal of, or in redemption of, or in exchange for, any Pledged Interests shall be delivered to Secured Party, or such nominee(s) of Secured Party as Secured Party shall direct, to hold as Pledged Collateral and shall, if received by Debtor, be received in trust for the benefit of Secured Party, be segregated from the other property or funds of Debtor, and be forthwith delivered to Secured Party, or such nominee(s) of Secured Party as Secured Party shall direct, as Pledged Collateral in the same form as so received (with any necessary indorsement(s)). Debtor shall, upon request by Secured Party, promptly execute such instruments, documents and agreements and do such acts as may be necessary or advisable to give effect to the provisions of this Section 7.1.1.

Appears in 1 contract

Sources: Pledge Agreement (EQM Technologies & Energy, Inc.)