Existing Transfer Restrictions definition
Examples of Existing Transfer Restrictions in a sentence
As of the Payment Date, such Initial Pledged Items shall include, as Eligible Collateral, at least the Base Amount of shares of Common Stock, free of all Transfer Restrictions (other than any Existing Transfer Restrictions, but with no legends thereon relating to such Existing Transfer Restrictions).
On and after the Funding Date, Borrower shall not take any action that would impair any Applicable Lender’s security interest in the Collateral Shares or its ability to exercise remedies against such Collateral Shares (including without limitation by imposing any Transfer Restrictions or Restrictive Conditions on the Collateral Shares other than Existing Transfer Restrictions or Existing Restrictive Conditions).
In addition, Pledgor hereby covenants and agrees, and Securities Intermediary acknowledges, that all securities or other property underlying any financial assets credited to the Accounts shall not bear any restrictive legends or stop transfer instructions whatsoever, including any legend that relates to restriction on the disposition thereof under the Securities Act or that relates to any contractual restrictions on the transfer thereof (other than the Existing Transfer Restrictions).
The Securities Intermediary represents and warrants that it currently has no notice of any lien, encumbrance or adverse claim against the Account or any Collateral (other than the security interest of the Secured Party and the security interest of the Securities Intermediary granted herein and the Existing Transfer Restrictions (as defined in the Credit Agreement)) and has not agreed and will not agree to comply with entitlement orders of anyone other than the Secured Party.
Upon such delivery, Purchaser shall hold such ADSs or other Exchange Property absolutely and free from any claim or right whatsoever (other than any Existing Transfer Restrictions, other restrictions imposed by applicable securities laws or Liens created by the constituent documents of the “issuer” of any securities forming part of the Exchange Property or the Deposit Agreement (or similar agreements)).