Common use of Permitted Pledges Clause in Contracts

Permitted Pledges. Any member of Impark Management may, with the prior written consent of FUMI Holdings, such consent not to be unreasonably withheld, pledge all or any portion of such member's or such member's Affiliate's Shares to a recognized Canadian financial institution solely to secure bonafide indebtedness or financial obligations of such member or Affiliate to such financial institution for an amount not exceeding two-thirds (2/3) of the original issue price of the Shares held by such member and such member's Affiliate and solely for the purpose of such member or Affiliate acquiring such Shares, provided that: (i) such financial institution acknowledges in writing, on terms acceptable to FUMI Holdings, to be bound by the terms and provisions of this agreement in dealing with such Shares to the same extent as if it were a member of Impark Management; (ii) such financial institution agrees to notify the Designated Representative and FUMI Holdings of any default by a member of Impark Management with respect to such indebtedness or financial obligations and to grant the Designated Representative and FUMI Holdings the option to purchase such member's Shares in accordance with section 6.2; (iii) such financial institution agrees, in the event of a sale, realization or other disposition of all or any portion of such Shares, that the same shall only be dealt with subject to and in accordance with the terms and provisions of this agreement; and (iv) such financial institution agrees that upon repayment of such indebtedness or financial obligations it will deliver the certificates representing such member's Shares to the Depositary and not to such member.

Appears in 1 contract

Sources: Shareholders Agreement (First Union Real Estate Equity & Mortgage Investments)

Permitted Pledges. Any member of Impark Management may, with the prior written consent of FUMI HoldingsFUMI, such consent not to be unreasonably withheld, pledge all or any portion of such member's or such member's Affiliate's Shares to a recognized Canadian financial institution solely to secure bonafide indebtedness or financial obligations of such member or Affiliate to such financial institution for an amount not exceeding two-thirds (2/3) of the original issue price of the Shares held by such member and such member's Affiliate and solely for the purpose of such member or Affiliate acquiring such Shares, provided that: (i) such financial institution acknowledges in writing, on terms acceptable to FUMI HoldingsFUMI, to be bound by the terms and provisions of this agreement in dealing with such Shares to the same extent as if it were a member of Impark Management; (ii) such financial institution agrees to notify the Designated Representative and FUMI Holdings of any default by a member of Impark Management with respect to such indebtedness or financial obligations and to grant the Designated Representative and FUMI Holdings the option to purchase such member's Shares in accordance with section 6.2; (iii) such financial institution agrees, in the event of a sale, realization or other disposition of all or any portion of such Shares, that the same shall only be dealt with subject to and in accordance with the terms and provisions of this agreement; and (iv) such financial institution agrees that upon repayment of such indebtedness or financial obligations it will deliver the certificates representing such member's Shares to the Depositary and not to such member.

Appears in 1 contract

Sources: Shareholders Agreement (First Union Real Estate Equity & Mortgage Investments)