Common use of Duties After an Event of Default Clause in Contracts

Duties After an Event of Default. Pledgeholder shall have no duty to determine the existence of an Event of Default, but may, without any liability whatsoever, rely upon the written notice of Lender that an Event of Default has occurred. If, following an Event of Default, Lender shall elect to exercise its right to realize on the Shares, Pledgeholder shall, upon the receipt of written notice from Lender of the number of Shares sold and sale price, (i) date the stock assignments necessary for each transfer in question, (ii) fill in the number of Shares being transferred and (iii) deliver the same, together with the certificate(s) evidencing the Shares to be transferred to the purchaser against the simultaneous delivery to Pledgeholder of the purchase price for the number of the Shares then being purchased. In connection with each such sale, Pledgeholder shall deliver from the Pledge the specific Shares which are designated by Lender; provided, however, that Pledgeholder's duties hereunder are subject to the cooperation of Borrower, Issuer and Issuer's transfer agent or counsel with respect to furnishing to Pledgeholder all necessary stock certificates and other related instruments as appropriate. Following an Event of Default, Pledgeholder shall dispose of the Collateral other than the Shares in accordance with written instructions of Lender. After deducting the costs, counsel fees and other expenses of such sale and delivery, Pledgeholder shall pay the remaining proceeds of such sale to Lender to the extent of the Obligations of Borrower under this Agreement and the Note as specified by Lender. Any remaining proceeds of such sale shall be paid to Borrower.

Appears in 2 contracts

Samples: Loan and Pledge Agreement (Paypal Inc), Loan and Pledge Agreement (Paypal Inc)

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Duties After an Event of Default. Pledgeholder shall have no -------------------------------- duty to determine the existence of an Event of Default, but may, without any liability whatsoever, rely upon the written notice of Lender that an Event of Default has occurred. If, following an Event of Default, Lender shall elect to exercise its right to realize on the Option Shares, Pledgeholder shall, upon the receipt of written notice from Lender of the number of Option Shares sold and sale price, (i) date the stock assignments necessary for each transfer in question, (ii) fill in the number of Option Shares being transferred and (iii) deliver the same, together with the certificate(s) evidencing the Option Shares to be transferred to the purchaser against the simultaneous delivery to Pledgeholder of the purchase price for the number of the Option Shares then being purchased. In connection with each such sale, Pledgeholder shall deliver from the Pledge escrow the specific Option Shares which that are designated by Lender; provided, however, that Pledgeholder's duties hereunder are subject to the cooperation of Borrower, Issuer and Issuer's transfer agent or counsel with respect to furnishing to Pledgeholder all necessary stock certificates and other related instruments as appropriate. Following an Event of Default, Pledgeholder shall dispose of the Collateral other than the Option Shares in accordance with written instructions of Lender. After deducting the costs, counsel fees and other expenses of such sale and deliverydelivery as provided in Section 2.6 of this Agreement, Pledgeholder shall pay the remaining proceeds of such sale to Lender to the extent of the Obligations obligations of Borrower under this Agreement and the Note as specified by Lender. Any remaining proceeds of such sale shall be paid to Borrower.

Appears in 1 contract

Samples: Loan and Pledge Agreement (Applied Micro Circuits Corp)

Duties After an Event of Default. Pledgeholder shall have no duty to determine the existence of an Event of Default, but may, without any liability whatsoever, rely upon the written notice of Lender that an Event of Default has occurred. If, following an Event of Default, Lender shall elect to exercise its right to realize on the Shares, Pledgeholder shall, upon the receipt of written notice from Lender of the number of Shares sold and sale price, (i) date the stock assignments necessary for each transfer in question, (ii) fill in the number of Shares being transferred and (iii) deliver the same, together with the certificate(s) evidencing the Shares to be transferred to the purchaser against the simultaneous delivery to Pledgeholder of the purchase price for the number of the Shares then being purchased. In connection with each such sale, Pledgeholder shall deliver from the Pledge the specific Shares which are designated by Lender; provided, however, that Pledgeholder's duties hereunder are subject to the cooperation of Borrower, Issuer and Issuer's transfer agent or counsel with respect to furnishing to Pledgeholder all necessary stock certificates and other related instruments as appropriate. Following an Event of Default, Pledgeholder shall dispose of the Collateral other than the Shares in accordance with written instructions of Lender. After deducting the costs, counsel fees and other expenses of such sale and delivery, Pledgeholder shall pay the remaining proceeds of such sale to Lender to the extent of the Obligations of Borrower under this Agreement and the Note as specified by Lender. Any remaining proceeds of such sale shall be paid to Borrower.

Appears in 1 contract

Samples: Loan, Pledge and Option Agreement (Paypal Inc)

Duties After an Event of Default. Pledgeholder shall have no duty to determine the existence of an Event of Default, but may, without any liability whatsoever, rely upon the written notice of Lender Lenders that an Event of Default has occurred. If, following an Event of Default, Lender Lenders shall elect to exercise its right to realize on the Shares, Pledgeholder shall, upon the receipt of written notice from Lender Lenders of the number of Shares sold and sale price, (i) date the stock assignments necessary for each transfer in question, (ii) fill in the number of Shares being transferred and (iii) deliver the same, together with the certificate(s) evidencing the Shares to be transferred to the purchaser against the simultaneous delivery to Pledgeholder of the purchase price for the number of the Shares then being purchased. In connection with each such sale, Pledgeholder shall deliver from the Pledge the specific Shares which are designated by LenderLenders; provided, however, that Pledgeholder's duties hereunder are subject to the cooperation of Borrower, Issuer and Issuer's transfer agent or counsel with respect to furnishing to Pledgeholder all necessary stock certificates and other related instruments as appropriate. Following an Event of Default, Pledgeholder shall dispose of the Collateral other than the Shares in accordance with written instructions of LenderLenders. After deducting the costs, counsel fees and other expenses of such sale and deliverydelivery as provided in Section 2.5 of this Agreement, Pledgeholder shall pay the remaining proceeds of such sale to Lender Lenders to the extent of the Obligations of Borrower under this Agreement and the Note as specified by LenderLenders. Any remaining proceeds of such sale shall be paid to Borrower.

Appears in 1 contract

Samples: Loan and Pledge Agreement (E Loan Inc)

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Duties After an Event of Default. Pledgeholder shall have no duty to determine the existence of an Event of Default, but may, without any liability whatsoever, rely upon the written notice of Lender that an Event of Default has occurred. If, following an Event of Default, Lender shall elect to exercise its right to realize on the Shares, Pledgeholder shall, upon the receipt of written notice from Lender of the number of Shares sold and sale price, (ia) date the stock assignments necessary for each transfer in question, (iib) fill in the number of Shares being transferred and (iiic) deliver the same, together with the certificate(s) evidencing the Shares to be transferred to the purchaser against the simultaneous delivery to Pledgeholder of the purchase price for the number of the Shares then being purchased. In connection with each such sale, Pledgeholder shall deliver from the Pledge Escrow the specific Shares which are designated by Lender; provided, however, that Pledgeholder's duties hereunder are subject to the cooperation of Borrower, Issuer and Issuer's transfer agent or counsel with respect to furnishing to Pledgeholder all necessary stock certificates and other related instruments as appropriate. Following an Event of Default, Pledgeholder shall dispose of the Collateral other than the Shares in accordance with written instructions of Lender. After deducting the costs, counsel fees and other expenses of such sale and deliverydelivery as provided in Section 2.6 of this Agreement, Pledgeholder shall pay the remaining proceeds of such sale to Lender to the extent of the Obligations obligations of Borrower under this Agreement and the Note as specified by Lender. Any remaining proceeds of such sale shall be paid to Borrower.

Appears in 1 contract

Samples: Loan and Pledge Agreement (Valicert Inc)

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