Conduct of Sale. The Issuer, through is Corporate GP, shall have the sole right and authority to amend the terms of the sale of Units at anytime. The right of FIC in regard to any such change is to limited to withdrawal as a Principal Selling Agent and no other rights shall accrue to FIC as a result of any such change. Such withdrawal will not terminate or otherwise effect the obligation of the Issuer to pay continuing service fees for Units sold and retained by Partners FIC placed in the Issuer during the term such Units are held by such investors and the registered representative remains with FIC.
Conduct of Sale. (a) Any public or private sale or other disposition of the Collateral may be held at any office of Secured Party, or at Debtor's place of business, or at any other place permitted by applicable law, and without the necessity of the Collateral being within the view of the prospective purchasers. Secured Party may direct the order and manner of sale of the Collateral, or portions thereof, as it in its sole and absolute discretion may determine, and Debtor expressly waives any right to direct the order and manner of sale of any Collateral. Secured Party or any Person on Secured Party's behalf may bid and purchase at any such sale or other disposition. The net cash proceeds resulting from the collection, liquidation, sale, lease or other disposition of the Collateral shall be applied, first, to the expenses (including reasonable attorneys' fees and disburse ments) of retaking, holding, storing, processing and preparing for sale or lease,selling, leasing, collecting, liquidating and the like, and then to the satisfaction of the Secured Obligations in such order as shall be determined by Secured Party in its sole and absolute discretion, all unless otherwise provided by the Credit Agreement or any other Loan Documents. Debtor and any other Person then obligated therefor shall pay to Secured Party on demand any deficiency with regard thereto which may remain after such sale, disposition, collection or liquidation of the Collateral.
(b) Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, Secured Party will send or otherwise make available to Debtor reasonable notice of the time and place of any public sale thereof or of the time at, or after, which any private sale thereof is to be made. The requirement of sending reasonable notice conclusively shall be met if such notice is mailed, first class mail, postage prepaid, to Debtor at its address set forth in the Credit Agreement, or delivered or otherwise sent to Debtor, at least five (5) days before the date of the sale. Debtor expressly waives any right to receive notice of any public or private sale of any Collateral or other security for the Secured Obligations except as expressly provided for in this paragraph.
(c) With respect to any Collateral consisting of securities, partnership interests, joint venture interests, other investments or the like, and whether or not any of such Collateral has been effectively registered under the ...
Conduct of Sale. Upon giving written notice of default to Debtor pursuant to the terms of this Agreement, Creditor may sell as much of the Collateral as is required to produce net funds sufficient to pay Creditor the full amount of the Promissory Note.
Conduct of Sale. (A) Zephyrhills Classic Car Auction shall have complete control over all aspects of the Auction, including without limitation, advertising, promotional activities, bidder screening, site selection, Vehicle parking and display, auction sequence, bid advancing and time on the block. Zephyrhills Classic Car Auction reserves the right, but not any obligation, to make, Procure and receive bids on Seller’s behalf and to so advise bidders.
(B) Seller acknowledges and grants permission for Zephyrhills Classic Car Auction its employees or agents to drive or move the vehicle from time to time before, during or after the sale.
(C) Seller warrants consigned vehicle is in safe, operable condition to be driven by Zephyrhills Classic Car Auction employees or representatives. Seller acknowledges that should Zephyrhills Classic Car Auction in its sole discretion, determine that the vehicle is not safe to operate; the vehicle will not be allowed across the block under its own power.
(D) If Seller or Seller’s representative drives a consigned vehicle on auction site, all applicable Florida Motor Vehicle laws must be adhered to.
(E) Any photographs of the Vehicle submitted by Seller to Zephyrhills Classic Car Auction shall become the property of Zephyrhills Classic Car Auction. Seller grants Zephyrhills Classic Car Auction the right to use and reproduce said photographs for any purpose. Zephyrhills Classic Car Auction may take photographs or create other likenesses of the Vehicle and such depictions (and all rights thereto) shall be the property of Zephyrhills Classic Car Auction.
Conduct of Sale. Neither the Company nor any Person acting on behalf b of the Company in connection with the transactions contemplated by this Agreement or the other Financing Documents (including, without limitation, the offering and sale of the Purchased Securities) has engaged in any conduct or entered into any agreements or understandings so as to subject the transactions contemplated hereby and by the other Financing Documents to the registration provisions of section 5 of the Securities Act, the provisions of the Trust Indenture Act of 1939, as amended, or to the registration, qualification or other similar provisions of any securities or "blue sky" law of any applicable state.
Conduct of Sale. (i) Any sale of the Pledged Securities shall be made through Holder. Holder shall not make any sale or other disposition, unless the terms thereof shall be satisfactory to Lender in its sole and absolute discretion.
(ii) Upon giving written notice of default to Holder pursuant to the terms of Section 3 of this Agreement, Lender may direct Holder to sell as many of the Pledged Shares as are required to produce net funds sufficient to pay Lender the full amount of the Secured Obligations and to transfer the proceeds of such sale to Lender. Holder shall be obligated to carry out the instructions given to him by Lender.
(iii) Once Lender has been paid the full amount of the Secured Obligations, Holder shall pay any funds remaining in the Broker Account to Borrower and close the Broker Account.
Conduct of Sale. We will conduct the sale in a professional and efficient manner. Unless you instruct us otherwise, we will conduct the sale with two objectives:
Conduct of Sale. The Collateral, including any mortgages and security interests received from Guarantor, may be foreclosed against individually, collectively or in one or more groups of parcels, from time to time and in such sequence as Lender may elect. Foreclosure with respect to any one item shall not constitute a waiver, discharge or other action impairing the remaining Collateral. For the purpose of this section, "foreclosure" shall include institution of court proceedings, resort to self-help remedies, foreclosure by advertisement and all other measures and procedures instituted or undertaken by Lender for purpose of realization upon any security held by it for the payment of the Obligations. At any such sale pursuant to this ARTICLE TEN, whether under the power of sale or by virtue of judicial proceedings, it shall not be necessary for Lender or a public officer under order of a court to have present physical or constructive possession of the Collateral to be sold. The recitals contained in any conveyances and receipts made and given by Lender or such public officer to any purchaser at any sale made pursuant to this Agreement shall, to the extent permitted by applicable law, as to Guarantor conclusively establish the truth and accuracy of the matters therein stated (including, without limiting the generality of the foregoing, the amounts of the principal of and interest on the Note, the accrual and nonpayment thereof and advertisement and conduct of sale in the matter provided herein and by applicable law); and all prerequisites to such sale shall be presumed to have been satisfied and performed. Upon any sale hereunder of any of the Collateral or any interest therein, the receipt of the officer making such sale under judicial proceedings or of Lender shall be sufficient discharge to the purchaser for the purchase money, and such purchaser shall not be obligated to see the application thereof.
Conduct of Sale. At any sale pursuant to this Section 5, whether under the power of sale granted herein or by virtue of judicial proceedings, it shall not be necessary for the Bank or a public officer under order of a court to have present physical or constructive possession of the Collateral to be sold. The recitals contained in any conveyance and receipts made and given by the Bank or such public officer to any purchaser at any sale made pursuant to this Agreement shall, to the extent permitted by applicable law, conclusively establish the truth and accuracy of the matters therein stated (including, without limiting the generality of the foregoing, the amounts of the principal of and interest on the Liabilities, the accrual and non-payment thereof and advertisement and conduct of such sale in the manner provided herein and by applicable law). All prerequisites to such sale shall be presumed to have been satisfied and performed. Upon any sale hereunder of any of the Collateral or any interest therein, the receipt of the officer making such sale under judicial proceedings or of the Bank shall be sufficient discharge to the purchaser for the purchase price, and the purchaser shall not be obligated to see to the application of the purchase price. Any sale hereunder of any of the Collateral or any interest therein shall forever be a perpetual bar against Debtor with respect to the sold Collateral.
Conduct of Sale. Assuming the accuracy of
(i) the Purchasers' representations and warranties contained in each Securities Purchase Agreement;
(ii) the information contained in each Securities Purchase Agreement; and
(iii) the information contained in the offeree letter referred to in Section 4.11, the sale hereunder of Notes and Common Shares is exempt from the registration and prospectus delivery requirements of the Securities Act and it is not necessary in connection with the sale of the Notes and Common Shares to you in accordance herewith to qualify the Notes under the Trust Indenture Act of 1939, as amended. In the case of each offer or sale to you and the Other Purchasers of the Notes and Common Shares, no form of general solicitation or general advertising was used by the Issuers or the officers, directors or employees of either of them, or, to the Issuers' knowledge, by [CIBC] or its officers, directors or employees, including advertisements, articles, notices or other communications published in any newspaper, magazine or similar medium or broadcast over television or radio, and any seminar or meeting whose attendees were invited by any general solicitation or general advertising.
