Common use of Care of Collateral Clause in Contracts

Care of Collateral. The Company shall exercise reasonable care in the custody and preservation of the Collateral but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that the Company will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and other indebtedness secured hereunder. The Company may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 7.

Appears in 4 contracts

Samples: Stock Pledge Agreement (Seven Networks Inc), Employment Agreement (Ion Networks Inc), Employment Agreement (Ion Networks Inc)

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Care of Collateral. The Company Creditor shall exercise reasonable care in the custody and preservation of the Collateral but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that the Company Creditor will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company Creditor shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company Creditor determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note note and other indebtedness secured hereunder. The Company Creditor may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company Creditor shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 78(a) and (c). 6.

Appears in 4 contracts

Samples: Operating Agreement (Afg Investment Trust C), Operating Agreement (Afg Investment Trust A), Operating Agreement (Afg Investment Trust D)

Care of Collateral. The Company shall exercise reasonable care in the custody and preservation of the Collateral but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that the Company will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and other indebtedness secured hereunder. The Company may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 77(a) and (c).

Appears in 4 contracts

Samples: Stock Pledge Agreement (Theravance Inc), Stock Pledge Agreement (Theravance Inc), Stock Pledge Agreement (Eyetech Pharmaceuticals Inc)

Care of Collateral. The Company shall exercise reasonable care in the custody and preservation of the Collateral but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that the Company will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and other indebtedness secured hereunder. The Company may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 79(a) and (c).

Appears in 3 contracts

Samples: Pledge Agreement (Avantgo Inc), Pledge Agreement (Avantgo Inc), Pledge Agreement (Avantgo Inc)

Care of Collateral. The Company shall exercise reasonable care in the custody and preservation of the Collateral Collateral, but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that the Company will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note note and other indebtedness secured hereunder. The Company may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 7paragraphs 7(a) and 7(c).

Appears in 2 contracts

Samples: Stock Pledge Agreement (Critical Path Inc), Promissory Note (Kabira Technologies Inc)

Care of Collateral. The Company shall exercise reasonable care in the custody and preservation of the Collateral but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that the Company will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and other indebtedness secured hereunder. The Company may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 78(a) and (c).

Appears in 1 contract

Samples: Pledge Agreement (Avantgo Inc)

Care of Collateral. The Company shall exercise reasonable care in the custody and preservation of the Collateral but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that the Company will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note note and other indebtedness secured hereunder. The Company may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 77(a) and (c).

Appears in 1 contract

Samples: Stock Purchase Agreement (Gene Logic Inc)

Care of Collateral. The Company shall exercise reasonable care in the custody and preservation of the Collateral but and shall take no action with respect to a transfer of the Shares prior to an event of default. However, the Company shall have no obligation to (a) initiate any action with respect to, or otherwise inform the Borrower Pledgor of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that (b) preserve the Company will notify the Borrower of any such rights of the Borrower to protect Pledgor against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to value or (c) take any action with respect to the Collateral requested by the Borrower Pledgor unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and other indebtedness secured hereunder. The Subject to the limitations of Paragraph 9, the Company may at any time release and deliver all or part of the Collateral to the BorrowerPledgor, and the receipt thereof by the Borrower Pledgor shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 7.

Appears in 1 contract

Samples: Asset Purchase Agreement (La Jolla Pharmaceutical Co)

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Care of Collateral. The Company shall exercise reasonable care in the ------------------ custody and preservation of the Collateral Collateral, but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower of, ; any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right Tight or privilege relating to or affecting the Collateral; provided, however, that the Company will notify the Borrower of any such rights of the Borrower to protect against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to take any action with respect to the Collateral requested by the Borrower unless the request is made in writing and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and other indebtedness secured hereunder. The Company may at any time release and deliver all or part of the Collateral to the Borrower, and the receipt thereof by the Borrower shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company shall accordingly be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 7paragraphs 7(a) and 7(c).

Appears in 1 contract

Samples: Promissory Note (Hall Kinion & Associates Inc)

Care of Collateral. The Company and the Escrow Agent shall exercise reasonable care in the custody and preservation of the Collateral but Collateral. However, neither the Company nor the Escrow Agent shall have no any obligation to (i) initiate any action with respect to, or otherwise inform the Borrower Pledgor of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that (ii) preserve the Company will notify the Borrower of any such rights of the Borrower to protect Pledgor against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to value or (iii) take any action with respect to the Collateral requested by the Borrower Pledgor unless the request is made in writing to the Company and copied to the Escrow Agent and the Company determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and any other indebtedness secured hereunder. The Subject to the limitations of Paragraph 9, the Company may at any time release and deliver all or part of the Collateral to the BorrowerPledgor, and the receipt thereof by the Borrower Pledgor shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company and the Escrow Agent shall accordingly each be discharged from any further liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 7.

Appears in 1 contract

Samples: Stock Pledge Agreement (PLX Technology Inc)

Care of Collateral. The Company (a) Pledgee shall exercise reasonable care in the custody and preservation of the Collateral but Collateral. However, Pledgee shall have no obligation to (a) subject to Pledgor's rights as a stockholder of the Company, initiate any action with respect to, or otherwise inform the Borrower Pledgor of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Collateral; provided, however, that (b) preserve the Company will notify the Borrower of any such rights of the Borrower to protect Pledgor against adverse claims or to protect the Collateral against the possibility of a decline in market value. The Company shall not be obligated to value or (c) take any action with respect to the Collateral requested by the Borrower Pledgor unless the request is made in writing and the Company Pledgee determines that the requested action will not unreasonably jeopardize the value of the Collateral as security for the Note and other indebtedness secured hereunder. The Company . (b) Subject to the limitations of Section 8, Pledgee may at any time release and deliver all or part of the Collateral to the BorrowerPledgor, and the receipt thereof by the Borrower Pledgor shall constitute a complete and full acquittance for the Collateral so released and delivered. The Company Pledgee shall accordingly be discharged from any further future liability or responsibility for the Collateral, and the released Collateral shall no longer be subject to the provisions of this Agreement. However, any and all releases of the Collateral shall be effected in compliance with the applicable limitations of Section 7.

Appears in 1 contract

Samples: Stock Pledge Agreement (American Building Control Inc)

Care of Collateral. The Company Holder shall exercise reasonable care in the custody and preservation of the Collateral Pledged Collateral, but shall have no obligation to initiate any action with respect to, or otherwise inform the Borrower Maker of, any conversion, call, exchange right, preemptive right, subscription right, purchase offer or other right or privilege relating to or affecting the Pledged Collateral; provided, however, that the Company Holder will notify the Borrower Maker of any such rights of the Borrower Maker to protect against adverse claims or to protect the Pledged Collateral against the possibility of a decline in market value. The Company Holder shall not be obligated to take any action with respect to the Pledged Collateral requested by the Borrower Maker unless the request is made in writing and the Company Holder determines that the requested action will not unreasonably jeopardize the value of the Pledged Collateral as security for the this Note and other indebtedness secured hereunder. The Company Holder may at any time release and deliver all or part of the Pledged Collateral to the BorrowerMaker, and the receipt thereof by the Borrower Maker shall constitute a complete and full acquittance for the Pledged Collateral so released and delivered. The Company Holder shall accordingly be discharged from any further liability or responsibility for the CollateralPledged Collateral so released and delivered, and the released Pledged Collateral shall no longer be subject to the provisions of this AgreementNote. However, any and all releases of the Pledged Collateral shall be effected in compliance with the applicable limitations of Section 7Sections 10(a) and 10(c).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Campus Crest Communities, Inc.)

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