Certain Securities Act Limitations. The Company recognizes that, ---------------------------------- by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the 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 Company acknowledges that any such private sales may be at prices and on terms less favorable to the Administrative Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the 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 to register it for public sale.
Appears in 1 contract
Samples: Pledge Agreement (Griffon Corp)
Certain Securities Act Limitations. The Company recognizes Obligors recognize that, ---------------------------------- by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the Administrative 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 Company acknowledges Obligors acknowledge that any such private sales may be at prices and on terms less favorable to the Administrative Agent Secured Parties than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees agree that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Administrative 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 issuer thereof to register it for public sale.
Appears in 1 contract
Certain Securities Act Limitations. The Company recognizes Securing Parties recognize that, ---------------------------------- by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the 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 Company acknowledges Securing Parties acknowledge that any such private sales may be at prices and on terms less favorable to the Administrative Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the 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 respective Issuer or issuer thereof to register it for public sale.
Appears in 1 contract
Certain Securities Act Limitations. The Company recognizes Obligors recognize that, ---------------------------------- by reason of certain prohibitions contained in the Securities Act of 1933, as amendedamended (the “Securities Act”), and applicable state securities laws, the Administrative 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 Company acknowledges Obligors acknowledge that any such private sales may be at prices and on terms less favorable to the Administrative Collateral Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees agree that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the Administrative 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 issuer thereof to register it for public sale.
Appears in 1 contract
Samples: Security Agreement (Ampex Corp /De/)
Certain Securities Act Limitations. The Company Grantor recognizes that, ---------------------------------- by reason of certain prohibitions contained in the Securities Act of 1933, as amended, and applicable state securities laws, the 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 Company Grantor acknowledges that any such private sales may be at prices and on terms less favorable to the Administrative Agent Secured Parties than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner and that the 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 issuer thereof to register it for public sale.
Appears in 1 contract
Samples: Security Agreement (Globant S.A.)