Common use of Right of Pledgee to Demand Additional Pledged Shares Clause in Contracts

Right of Pledgee to Demand Additional Pledged Shares. The Pledgee shall have the right at any time, at its sole discretion, to demand by written notice to the Pledgors that the Pledgors pledge to the Pledgee additional shares of common stock of Capsule, Covista or, if the Proposed Merger Transaction has been consummated, Startec (or, subject to the approval of the Pledgee in its sole discretion, shares of stock of one or more other entities) owned of record and beneficially by one or more of the Pledgors if, at such time, the sum of (i) the Combined Market Value plus (ii) the Private Company Stock Value plus (iii) the LLC Interest Value is less than $13,000,000; provided that, for purposes of this Section 7.3, after March 31, 2001, such amount of $13,000,000.00 shall be reduced to $10,000,000.00 if by such date the Borrowers have duly made a principal payment on the Note of $3,000,000.00 to the order of the Pledgee, in accordance with the terms of the Note. The number of shares that may be demanded pursuant to the preceding sentence shall, at the time of any such demand, be a number of shares such that the sum of the preceding clauses (i), (ii) and (iii), after accounting for such additional shares, is equal to $13,000,000 or $10,000,000.00, as the case may be. All shares at any time demanded pursuant to the provisions of this Section 7.3 shall be "Demanded Shares." Unless otherwise agreed in writing by the Pledgee, all Demanded Shares, to the extent that they would not be freely transferable by the Pledgee if sold by the Pledgee in a manner consistent with the provisions of this Agreement, shall be subject to registration requirements equivalent to those set forth in Section 6.7 of this Agreement with respect to Covista Pledged Stock. The Pledgee and the Pledgors agree that, except as otherwise expressly set forth in this Agreement, Pledgee shall at no time be required to release from the pledge or return to the Pledgors any Collateral.

Appears in 2 contracts

Samples: Pledge Agreement (Burns Donald A), Pledge Agreement (Gold & Appel Transfer Sa)

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Right of Pledgee to Demand Additional Pledged Shares. The Pledgee shall have the right at any time, at its sole discretion, to demand by written notice to the Pledgors that the Pledgors pledge to the Pledgee additional shares of common stock of Capsule, Covista or, if the Proposed Merger Transaction has been consummated, Startec (or, subject to the approval of the Pledgee in its sole discretion, shares of common stock of one or more other entities) owned of record and beneficially by one or more of the Pledgors if, at such time, the sum of (i) the Combined Market Value plus (ii) of all shares of stock previously pledged to the Private Company Stock Value plus (iii) Pledgee pursuant to this Agreement and held at such time by the LLC Interest Value Pledgee is less than $13,000,000; provided that, for purposes of this Section 7.3, after March 31, 2001, such amount of $13,000,000.00 shall be reduced to $10,000,000.00 if by such date the Borrowers have duly made a principal payment on the Note of $3,000,000.00 to the order of the Pledgee, in accordance with the terms of the Note. The number of shares that may be demanded pursuant to the preceding sentence shall, at the time of any such demand, be a number of shares such that the sum of the preceding clauses (i), (ii) and (iii)Combined Market Value, after accounting for such additional shares, is equal to $13,000,000 or $10,000,000.00, as the case may be13,000,000. All shares at any time demanded pursuant to the provisions of this Section 7.3 shall be "Demanded Shares." Unless otherwise agreed in writing by the Pledgee, all Demanded Shares, to the extent that they would not be freely transferable by the Pledgee if sold by the Pledgee in a manner consistent with the provisions of this Agreement, shall be subject to registration requirements equivalent to those set forth in Section 6.7 of this Agreement with respect to Covista Pledged Stock. The Pledgee and the Pledgors agree that, except as otherwise expressly set forth in this Agreement, Pledgee shall at no time be required to release from the pledge or return to the Pledgors any Collateral.

Appears in 1 contract

Samples: Stock Pledge Agreement (Gold & Appel Transfer Sa)

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Right of Pledgee to Demand Additional Pledged Shares. The Pledgee shall have the right at any time, at its sole discretion, to demand by written notice to the Pledgors that the Pledgors pledge to the Pledgee additional shares of common stock of Capsule, Covista or, if the Proposed Merger Transaction has been consummated, Startec (or, subject to the approval of the Pledgee in its sole discretion, shares of stock of one or more other entities) owned of record and beneficially by one or more of the Pledgors if, at such time, the sum of (i) the Combined Market Value plus (ii) the Private Company Stock Value plus (iii) the LLC Interest Value is less than $13,000,000; provided that, for purposes of this Section 7.3, after March 31, 2001, such amount of $13,000,000.00 shall be reduced to $10,000,000.00 if by such date the Borrowers have duly made a principal payment on the Note of $3,000,000.00 to the order of the Pledgee, in accordance with the terms of the Note. The number of shares that may be demanded pursuant to the preceding sentence shall, at the time of any such demand, be a number of shares such that the sum of the preceding clauses (i), (ii) and (iii), after accounting for such additional shares, is equal to $13,000,000 or $10,000,000.00, as the case may be. All shares at any time demanded pursuant to the provisions of this Section 7.3 shall be "Demanded Shares." Unless otherwise agreed in writing by the Pledgee, all Demanded Shares, to the extent that they would not be freely transferable by the Pledgee if sold by the Pledgee in a manner consistent with the provisions of this Agreement, shall be subject to registration requirements equivalent to those set forth in Section 6.7 of this Agreement with respect to Covista Pledged Stock. The Pledgee and the Pledgors agree that, except as otherwise expressly set forth in this Agreement, Pledgee shall at no time be required to release from the pledge or return to the Pledgors any Collateral.. 7.4

Appears in 1 contract

Samples: Pledge Agreement (Covista Communications Inc)

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