Common use of Pledged Equity Clause in Contracts

Pledged Equity. Each Obligor recognizes that, by reason of certain prohibitions contained in the 1933 Act and applicable state securities laws, the Collateral Agent may be compelled, with respect to any sale of all or any part of the Equity Collateral conducted without prior registration or qualification of such Equity Collateral under the 1933 Act and/or such state securities laws, to limit purchasers to those who will agree, among other things, to acquire the Equity Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Obligor acknowledges that any such private sale may be at prices and on terms less favorable than those obtainable through a public sale without such restrictions (including a public offering made pursuant to a registration statement under the 0000 Xxx) and, notwithstanding such circumstances, each Obligor agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Collateral Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Equity Collateral for the period of time necessary to permit the issuer thereof to register it for a form of public sale requiring registration under the 1933 Act or under applicable state securities laws, even if such issuer would, or should, agree to so register it. If the Collateral Agent determines to exercise its right to sell any or all of the Equity Collateral, upon written request, each Obligor shall and shall cause each issuer of any Equity Collateral to be sold hereunder, each partnership and each limited liability company from time to time to furnish to the Collateral Agent all such information as the Collateral Agent may request in order to determine the number and nature of interest, shares or other instruments included in the Equity Collateral which may be sold by the Collateral Agent in exempt transactions under the 1933 Act and the rules and regulations of the SEC thereunder, as the same are from time to time in effect.

Pledged Equity. Each Obligor Grantor recognizes that, by reason of certain prohibitions contained in the 1933 Securities Act and applicable state securities laws, the Collateral Agent Secured Party may be compelled, with respect to any sale of all or any part of the Pledged Equity Collateral conducted without prior registration or qualification of such Pledged Equity Collateral under the 1933 Securities Act and/or such state securities laws, to limit purchasers to those who will agree, among other things, to acquire the Pledged Equity Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Obligor Grantor acknowledges that any such private sale placement may be at prices and on terms less favorable than those obtainable through a public sale without such restrictions (including a public an offering made pursuant to a registration statement under the 0000 XxxSecurities Act) and, notwithstanding such circumstances, each Obligor Grantor agrees that any such private sale placement shall not be deemed deemed, in and of itself, to have been made in a be commercially reasonable manner unreasonable and that the Collateral Agent Secured Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Pledged Equity Collateral for the period of time necessary to permit the issuer thereof to register it for a form of public sale requiring registration under the 1933 Securities Act or under applicable state securities laws, even if such issuer would, or should, agree to so register it. If the Collateral Agent Secured Party determines to exercise its right to sell any or all of the Equity CollateralPledged Equity, upon written request, each Obligor Grantor shall and shall cause each issuer of any Pledged Equity Collateral to be sold hereunder, each partnership and each limited liability company hereunder from time to time to furnish to the Collateral Agent Secured Party all such information as the Collateral Agent Secured Party may request in order to determine the number and nature amount of interest, shares or other instruments included in the Pledged Equity Collateral which may be sold by the Collateral Agent Secured Party in exempt transactions under the 1933 Securities Act and the rules and regulations of the SEC Securities and Exchange Commission thereunder, as the same are from time to time in effect.

Pledged Equity. Each Obligor recognizes that, by reason of certain prohibitions contained in the 1933 Act and applicable state securities laws, the Collateral Agent may be compelled, with respect to any sale of all or any part of the Equity Collateral conducted without prior registration or qualification of such Equity Collateral under the 1933 Act and/or such state securities laws, to limit purchasers to those who will agree, among other things, to acquire the Equity Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Obligor acknowledges that any such private sale may be at prices and on terms less favorable than those obtainable through a public sale without such restrictions (including a public offering made pursuant to a registration statement under the 0000 Xxx) and, notwithstanding such circumstances, each Obligor agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Collateral Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Equity Collateral for the period of time necessary to permit the issuer thereof to register it for a form of public sale requiring registration under the 1933 Act or under applicable state securities laws, even if such issuer would, or should, agree to so register it. If the Collateral Agent determines to exercise its right to sell any or all of the Equity Collateral, upon written request, each Obligor shall and shall cause each issuer of any Equity Collateral to be sold hereunder, each partnership and each limited liability company from time to time to furnish to the Collateral Agent all such information as the Collateral Agent may reasonably request in order to determine the number and nature of interest, shares or other instruments included in the Equity Collateral which may be sold by the Collateral Agent in exempt transactions under the 1933 Act and the rules and regulations of the SEC thereunder, as the same are from time to time in effect.

Pledged Equity. Each Obligor Grantor recognizes that, by reason of certain prohibitions contained in the 1933 Securities Act and applicable state securities laws, the Collateral Agent Secured Party may be compelled, with respect to any sale of all or any part of the Pledged Equity Collateral conducted without prior registration or qualification of such Pledged Equity Collateral under the 1933 Securities Act and/or such state securities laws, to limit purchasers to those who will agree, among other things, to acquire the Pledged Equity Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Obligor Grantor acknowledges that any such private sale placement may be at prices and on terms less favorable than those obtainable through a public sale without such restrictions (including a public an offering made pursuant to a registration statement under the 0000 XxxSecurities Act) and, notwithstanding such circumstances, each Obligor Grantor agrees that any such private sale placement shall not be deemed deemed, in and of itself, to have been made in a be commercially reasonable manner unreasonable and that the Collateral Agent Secured Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Pledged Equity Collateral for the period of time necessary to permit the issuer thereof to register it for a form of public sale requiring registration under the 1933 Securities Act or under applicable state securities laws, even if such issuer would, or should, agree to so register it. If the Collateral Agent Secured Party determines to exercise its right to sell any or all of the Equity CollateralPledged Equity, upon written request, each Obligor Grantor shall and shall cause each issuer of any Pledged Equity Collateral to be sold hereunder, each partnership and each limited liability company hereunder from time to time to furnish to the Collateral Agent Secured Party all such information as the Collateral Agent Secured Party may request in order to determine the number and nature amount of interest, shares or other instruments included in the Pledged Equity Collateral SF1:728435 12 which may be sold by the Collateral Agent Secured Party in exempt transactions under the 1933 Securities Act and the rules and regulations of the SEC Securities and Exchange Commission thereunder, as the same are from time to time in effect.

Pledged Equity. Each Obligor Grantor recognizes that, by reason of certain prohibitions contained in the 1933 Securities Act and applicable state securities laws, the Collateral Agent Secured Party may be compelled, with respect to any sale of all or any part of the Pledged Equity Collateral conducted without prior registration or qualification of such Pledged Equity Collateral under the 1933 Securities Act and/or such state securities laws, to limit purchasers to those who will agree, among other things, to acquire the Pledged Equity Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Obligor Grantor acknowledges that any such private sale sales may be at prices and on terms less favorable than those obtainable through a public sale without such restrictions (including a public offering made pursuant to a registration statement under the 0000 XxxSecurities Act) and, notwithstanding such circumstancescircumstances and the registration rights granted to Secured Party by such Grantor pursuant hereto and notwithstanding the provisions of Section 9-610(c) of the UCC, which each Grantor hereby waives, each Obligor Grantor agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Collateral Agent Secured Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Pledged Equity Collateral for the period of time necessary to permit the issuer thereof to register it for a form of public sale requiring registration under the 1933 Securities Act or under applicable state securities laws, even if such issuer would, or should, agree to so register it. If the Collateral Agent Secured Party determines to exercise its right to sell any or all of the Equity CollateralPledged Equity, upon written request, each Obligor Grantor shall and shall cause each issuer of any Pledged Equity Collateral to be sold hereunder, each partnership and each limited liability company hereunder from time to time to furnish to the Collateral Agent Secured Party all such information as the Collateral Agent Secured Party may request in order to determine the number of shares and nature of interest, shares or other instruments included in the Equity Collateral which may be sold by the Collateral Agent Secured Party in exempt transactions under the 1933 Securities Act and the rules and regulations of the SEC Securities and Exchange Commission thereunder, as the same are from time to time in effect.