Common use of Certain Securities Act Limitations Clause in Contracts

Certain Securities Act Limitations. The Grantors recognize that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 5 contracts

Samples: Security Agreement (Navidea Biopharmaceuticals, Inc.), Security Agreement (Exagen Diagnostics Inc), Security Agreement (Raindance Technologies Inc)

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Certain Securities Act Limitations. The Grantors recognize Grantor recognizes that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Party may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge Grantor acknowledges that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative Party than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Party shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 5 contracts

Samples: Credit Agreement (Jubilant Generics Inc.), Security Agreement (American Lithium Minerals, Inc.), Security Agreement (American Lithium Minerals, Inc.)

Certain Securities Act Limitations. The Grantors recognize Each Obligor recognizes that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Collateral Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge Each Obligor acknowledges that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative Collateral Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Collateral Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 3 contracts

Samples: Security Agreement (Krispy Kreme Doughnuts Inc), Security Agreement (Krispy Kreme Doughnuts Inc), Second Lien Security Agreement (Krispy Kreme Doughnuts Inc)

Certain Securities Act Limitations. The Grantors Securing Parties recognize that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Collateral Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors Securing Parties acknowledge that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree that any such private sale shall be deemed to have been made in a commercially reasonable manner (notwithstanding the method of sale) and that the Secured Parties Representative Collateral Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 2 contracts

Samples: Security Agreement (HMS Holdings Corp), Credit Agreement (HMS Holdings Corp)

Certain Securities Act Limitations. The Grantors recognize Each Grantor recognizes that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Administrative Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge Each Grantor acknowledges that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Administrative Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 2 contracts

Samples: Security Agreement (3d Systems Corp), Credit Agreement (Wayfair Inc.)

Certain Securities Act Limitations. The Grantors recognize Grantor recognizes that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Collateral Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge Grantor acknowledges that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Collateral Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 2 contracts

Samples: Security Agreement (Vapor Corp.), Security Agreement (Windstream Technologies, Inc.)

Certain Securities Act Limitations. The Grantors recognize Each Loan Party recognizes that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Administrative Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge Each Loan Party acknowledges that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative Administrative Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Administrative Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof relevant Issuer to register it for public sale.

Appears in 2 contracts

Samples: Credit Agreement (Teleflex Inc), Credit Agreement (Teleflex Inc)

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Certain Securities Act Limitations. The Grantors recognize Such Grantor recognizes that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Collateral Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge Such Grantor acknowledges that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative Collateral Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Collateral Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 2 contracts

Samples: Security Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.), Security Agreement (Hannon Armstrong Sustainable Infrastructure Capital, Inc.)

Certain Securities Act Limitations. The Grantors Securing Parties recognize that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Administrative Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors Securing Parties acknowledge that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Administrative Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 1 contract

Samples: Credit Agreement (HMS Holdings Corp)

Certain Securities Act Limitations. The Grantors recognize that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors acknowledge that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 1 contract

Samples: Credit Agreement (Molecular Templates, Inc.)

Certain Securities Act Limitations. The Grantors Grantor recognize that, by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Secured Parties Representative Collateral Agent may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who will agree, among other things, to acquire the Collateral for their own account, for investment and not with a view to the distribution or resale thereof. The Grantors Grantor acknowledge that any such private sales may be at prices and on terms less favorable to the Secured Parties Representative than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agree that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Secured Parties Representative Collateral Agent shall have no obligation to engage in public sales and no obligation to delay the sale of any Collateral for the period of time necessary to permit the issuer thereof to register it for public sale.

Appears in 1 contract

Samples: Security Agreement (GenOn Energy, Inc.)

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