Common use of Securities Law Provision Clause in Contracts

Securities Law Provision. Each Debtor recognizes that Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities by reason of certain prohibitions in the Securities Act of 1933, as amended, or other federal or state securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities were sold to the public, and that Agent has no obligation to delay the sale of any Pledged Securities for the period of time necessary to register the Pledged Securities for sale to the public under the Securities Laws, provided that the Agent shall act in a commercially reasonable manner in connection with the sale of the Pledged Securities. Each Debtor shall cooperate with Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Agent) applicable to the sale of the Pledged Securities by Agent.

Appears in 1 contract

Samples: Security Agreement (First Choice Healthcare Solutions, Inc.)

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Securities Law Provision. Each Debtor Pledgor recognizes that the Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities Collateral by reason of certain prohibitions in the Securities Act of 1933, as amended, or other federal or state securities laws (collectively, the "Securities Laws"), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor Pledgor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities Collateral were sold to the public, and that the Agent has no obligation to delay the sale of any Pledged Securities Collateral for the period of time necessary to register the Pledged Securities Collateral for sale to the public under the Securities Laws. The Borrower, provided that the Agent shall act in a commercially reasonable manner in connection with the sale Subsidiaries of the Pledged Securities. Each Debtor Borrower and each Pledgor shall cooperate with the Agent in its attempt attempts to satisfy any requirements under the Securities Laws (including, including without limitation, limitation registration thereunder if requested by Agent) applicable to the sale of the Pledged Securities Collateral by Agentthe Agent at the Borrower's and its Subsidiaries' cost and expense.

Appears in 1 contract

Samples: Security Agreement (Susquehanna Media Co)

Securities Law Provision. Each The Debtor recognizes that Agent Lender may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities by reason of certain prohibitions in the Securities Act of 1933, as amended, or other federal or state securities laws (collectively, the "Securities Laws"), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities for their own account, for investment and not with a view to the distribution or resale thereof. Each The Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities were sold to the public, and that Agent Lender has no obligation to delay the sale of any Pledged Securities for the period of time necessary to register the Pledged Securities for sale to the public under the Securities Laws, provided that the Agent shall act in a commercially reasonable manner in connection with the sale of the Pledged Securities. Each The Debtor shall cooperate with Agent Lender in its reasonable attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if reasonably requested by AgentLender) applicable to the sale of the Pledged Securities by AgentLender.

Appears in 1 contract

Samples: Security Agreement (Commerce Energy Group, Inc.)

Securities Law Provision. Each Debtor recognizes that the Collateral Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities by reason of certain prohibitions in the Securities Act of 1933, as amended, or other federal or state securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities were sold to the public, and that Agent has the Secured Parties have no obligation to delay the sale of any Pledged Securities for the period of time necessary to register the Pledged Securities for sale to the public under the Securities Laws, provided that the Agent shall act in a commercially reasonable manner in connection with the sale of the Pledged Securities. Each Debtor shall cooperate with the Collateral Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by the Collateral Agent) applicable to the sale of the Pledged Securities by Agentthe Collateral Agent at any time after the occurrence and during the continuance of an Event of Default.

Appears in 1 contract

Samples: Security Agreement (Integrated Biopharma Inc)

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Securities Law Provision. Each Debtor Grantor recognizes that the Collateral Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities Collateral by reason of certain prohibitions in the Securities Act of 1933, as amended, or other federal or state securities laws (collectively, the "Securities Laws"), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor Grantor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities Collateral were sold to the public, and that the Collateral Agent has no obligation to delay the sale of any Pledged Securities Collateral for the period of time necessary to register the Pledged Securities Collateral for sale to the public under the Securities Laws. Each Grantor agrees that negotiated sales made under the foregoing circumstances, provided that the Agent whether on cash or credit terms, shall act be deemed to have been made in a commercially reasonable manner in connection with the sale of the Pledged Securitiesmanner. Each Debtor Grantor and each Subsidiary thereof shall cooperate with the Collateral Agent in its attempt attempts to satisfy any requirements under the Securities Laws (including, including without limitation, limitation registration thereunder if requested by Collateral Agent) applicable to the sale of the Pledged Securities Collateral by the Collateral Agent.

Appears in 1 contract

Samples: Pledge Agreement (Genesis Health Ventures Inc /Pa)

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