Rights of the Pledgor. Unless and until an Event of Default shall have occurred, the Pledgor shall have the following rights with regard to the Shares: a. To vote the Shares or to give consents, waivers, and ratifications with respect to the Shares; provided, however, that no vote shall be cast, and no consent, waiver or ratification shall be given or action taken, which would have the effect of impairing the position or interest of the Agent in respect of the Collateral or which would authorize or effect: (i) the dissolution or liquidation of the Borrower, in whole or in part; or (ii) the sale of the Borrower (whether by merger, consolidation, sale of all or substantially all of the assets or stock of the Borrower or otherwise); and b. To receive any Dividends declared on the Shares; provided, however, that the following Dividends shall remain subject to the liens created by this Agreement and shall be delivered to the Agent within two (2) Business Days following receipt thereof: (i) all Dividends paid or payable in connection with a partial or total liquidation or dissolution and (ii) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Collateral.
Appears in 1 contract
Rights of the Pledgor. Unless and until an Event of Default shall have occurredoccurred and is continuing, the Pledgor shall have the following rights with regard to the Shares:
a. To vote the Shares or to give consents, waivers, and ratifications with respect to the Shares; provided, however, that no vote shall be cast, and no consent, waiver or ratification shall be given or action taken, which would have the effect of materially impairing the position or interest of the Agent Lenders in respect of the Collateral or which would authorize or effect: (i) effect the dissolution or liquidation of the BorrowerLark, in whole or in part; , or any other Change of Control (iias defined in the Purchase Agreement) with respect to Lark, unless the sale of Pledgor repays the Borrower (whether by merger, consolidation, sale of all or substantially all of the assets or stock of the Borrower or otherwise)Notes in full in connection therewith; and
b. To receive any Dividends declared on the SharesShares to the extent not in violation of the Notes; provided, however, that the following Dividends shall remain subject to the liens created by this Agreement and shall be delivered to the Agent Lenders within two five (25) Business Days following receipt thereof: (i) all Dividends paid or payable in connection with a partial or total liquidation or dissolution of Lark and (ii) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Collateral.
Appears in 1 contract
Sources: Pledge and Security Agreement (Genaissance Pharmaceuticals Inc)
Rights of the Pledgor. Unless and until an Event of Default shall have occurred, the Pledgor shall have the following rights with regard to the Shares:
a. To vote the Shares or to give consents, waivers, and ratifications with respect to the Shares; provided, however, that no vote shall be cast, and no consent, waiver or ratification shall be given or action taken, which would have the effect of impairing the position or interest of the Agent Lender in respect of the Collateral or which would authorize or effect: :
(i) the dissolution or liquidation of the Borrower, in whole or in part; or (ii) the sale of the Borrower (whether by merger, consolidation, sale of all or substantially all of the assets or stock of the Borrower or otherwise); and
b. To receive any Dividends declared on the Shares; provided, however, that the following Dividends shall remain subject to the liens created by this Agreement and shall be delivered to the Agent Lender within two (2) Business Days following receipt thereof: (i) all Dividends paid or payable in connection with a partial or total liquidation or dissolution and (ii) cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Collateral.
Appears in 1 contract
Sources: Pledge and Security Agreement (Ecoloclean Industries Inc)