Mandatory Sales. The Borrower or the Services Provider (on behalf of the Borrower) shall use its commercially reasonable efforts to effect the sale of any Collateral Loan (other than Defaulted Loans) that no longer meets the criteria described in clause (n) in the definition of “Collateral Loan,” within 18 months of the failure of such Collateral Loan to meet any such criteria (unless (1) the Rating Condition is satisfied or (2) the Borrower or the Services Provider determines that such sale would not be in the best interests of the Lenders).
Mandatory Sales. The Collateral Manager on behalf of the Issuer shall use its commercially reasonable efforts to effect the sale (regardless of price, but after a reasonable period of market inquiry, except that sales to ORCC or its Affiliates must be on arm’s length terms) subject to any applicable transfer restrictions of any Collateral Obligation that (i) no longer meets the criteria described in clause (vii) of the definition of “Collateral Obligation,” within 18 months after the failure of such Collateral Obligation to meet such criteria or (ii) no longer meets the criteria described in clause (vi) of the definition of “Collateral Obligation” within 45 days after the failure of such Collateral Obligation to meet either such criteria.
Mandatory Sales. The Collateral Manager on behalf of the Issuer shall use its commercially reasonable efforts to effect the sale (regardless of price) of any Collateral Obligation that (i) no longer meets the criteria described in clause (vii) of the definition of “Collateral Obligation”, within 18 months after the failure of such Collateral Obligation to meet such criteria or (ii) no longer meets the criteria described in clause (vi) of the definition of “Collateral Obligation” within 45 days after the failure of such Collateral Obligation to meet such criteria.
Mandatory Sales. The Transferee expressly agrees to be bound by and to abide by the provisions of Sections 4.02 and 4.08 of the Agreement. The Transferee understands and agrees that any breach of any of the representations included herein shall render the Transfer to the Transferee contemplated hereby null and void.
Mandatory Sales. If any Portfolio Asset fails, at any time after its Portfolio Asset Trade Date, to satisfy any of the following clauses in the definition of “Eligible Portfolio Asset”: (f); (g); (i); (j); (l); (m); (n); (o); (r); (t); (x); (z); (ff); or (gg), then Borrower shall (1) have executed an assignment and acceptance or such other similar documentation substantially in the form required under the Underlying Instrument, have delivered such documentation to the applicable agent and/or the applicable obligor with respect to such Portfolio Asset for its consent in accordance with the provisions of the Underlying Instrument with respect thereto, and (2) use commercially reasonable efforts to effect the settlement of such assignment and acceptable as soon as possible, and by no later than 30 calendar days after such Portfolio Asset fails to satisfy any of the foregoing clauses in the definition of “Eligible Portfolio Asset”.
Mandatory Sales. The Borrower or the Servicer shall use its commercially reasonable efforts to effect the sale of (A) any Collateral Loan (other than Defaulted Loans) that no longer meets the criteria described in clause (n) in the definition of "Collateral Loan," within 18 months of the failure of such Collateral Loan to meet any such criteria (unless (1) the Rating Condition is satisfied or (2) the Borrower or the Servicer determines that such sale would not be in the best interests of the Lenders) and (B) any applicable Collateral Loan prior to the receipt of any Prohibited Consideration in accordance with Section 4.18(b). The Servicer shall use reasonable efforts to sell any Long-Dated Loan prior to the Stated Maturity.
Mandatory Sales. The Borrower or the Collateral Manager shall use its commercially reasonable efforts to effect the sale of any Collateral Obligation (other than Defaulted Loans) that no longer meets the criteria described in clause (n) in the definition of “Collateral Obligation,” within 18 months of the failure of such Collateral Obligation to meet any such criteria (unless the Borrower or the Collateral Manager determines that such sale would not be in the best interests of the Senior Lenders).
Mandatory Sales. (a) In the event that the Company or SCH receives a bona fide offer to purchase all of the outstanding shares of the Company's capital stock, or for any other sale of the Company, whether structured as a sale of capital stock or assets, or as a merger or other business combination (a "SALE TRANSACTION") and prior to such sale SCH shall give written notice to STB that it intends to sell its shares of Company capital stock or vote in favor of such Sale Transaction (the "SALE NOTICE"), then SCH shall have the right, exercisable at any time beginning fifteen (15) days after delivery of the Sale Notice to require STB to sell all of the Subject Securities Owned by STB (including all securities convertible into or exercisable for shares of the Company's capital stock) to the proposed purchaser or participate in such Sale Transaction, on the same terms and conditions as govern the proposed Sale Transaction.
(b) STB shall vote for and consent to such Sale Transaction, and shall not object to, contest, or bring a claim against such Sale Transaction. If the Sale Transaction is structured as (i) a merger or consolidation, STB shall waive any dissenters rights, appraisal rights or similar rights in connection with such merger or consolidation, or (ii) a sale of stock, recapitalization or change in corporate form STB shall (A) agree to sell all of the Subject Securities Owned by STB (including all securities convertible into or exercisable for shares of the Company's capital stock) on the terms and conditions approved by the Company and (B) execute such purchase agreement and other documents (in form and substance reasonably satisfactory to STB, consistent with the terms and conditions approved by the Company) as executed are being executed by SCH. Each Stockholder shall take such other necessary or desirable actions in connection with the consummation of transactions contemplated hereby as reasonably requested by the Company.
(c) At least five (5) days prior to the date proposed for consummation of the Sale Transaction, STB will deliver to SCH certificates representing the Subject Securities Owned by it (and duly executed conversion or exercise forms with respect to any securities convertible into or exercisable for shares of the Company's capital stock), duly endorsed for transfer, together with all other documents reasonably required by SCH to be executed in connection with the Sale Transaction (in form and substance reasonably satisfactory to SRB), or an uncondition...
Mandatory Sales. (i) For the purposes of this Section 7.2(b), the happening of any of the following events shall be deemed to be a “Triggering Event”:
A. If any Shareholder makes a voluntary or involuntary assignment for the benefit of its creditors, enters into any composition or arrangement with its creditors, has a receiver or liquidator appointed with respect to its business or assets, commences or is the subject of any proceedings under any bankruptcy, insolvency or other law for the protection of creditors or relief debtors, or ceases to carry on business in the ordinary course; or
B. If any Shareholder becomes subject to any order under the Family Law Act (British Columbia) or any successor legislation thereto or under the equivalent laws of any jurisdiction requiring the Shareholder’s Shares to be transferred, charged, encumbered, attached, seized or sold;
(ii) Unless the provisions of Section 7.3 hereof have been validly commenced, in which event that Section shall take precedence, if any Shareholder (the “Selling Shareholder”) causes or suffers any Triggering Event, then upon the occurrence of the Triggering Event, the Selling Shareholder and, where applicable, the Selling Shareholder’s spouse, trust, personal representative, executor, administrator, trustee, power of attorney or the like, as the case may be, (the “Selling Shareholder’s Representative”), shall be required to sell and the remaining Shareholders (the “Remaining Shareholders”) shall have the option, exercisable at any time within three months following the Corporation becoming aware of the Triggering Event to purchase all, but not less than all, of the Selling Shareholder’s and the Selling Shareholder’s Representative’s Shares (the “Available Shares”).
(iii) if only one Remaining Shareholder wishes to purchase the Available Shares, the Remaining Shareholder may purchase all, but not less than all, of the Available Shares. If more than one of the Remaining Shareholders wishes to purchase the Available Shares, they shall purchase all, but not less than all of the Available Shares in their pro rata portions as determined by the following formula or in such other proportion as they may agree: Portion of Available Shares a Remaining Shareholder may purchase = Number of Shares on a Fully Diluted Basis Held by the Remaining Shareholder X Available Shares Total number of Shares held by all Remaining Shareholders on a Fully Diluted Basis
(iv) if the Remaining Shareholders do not purchase all of the Available...
Mandatory Sales. (i) The Portfolio Manager shall use commercially reasonable efforts to sell each Pledged Obligation that constitutes Margin Stock not later than forty-five (45) days after the later of (x) the date of the Issuer’s acquisition thereof and (y) the date such Pledged Obligation became Margin Stock, in each case, unless such sale or other disposition is prohibited by applicable law or contractual restriction, in which case the Portfolio Manager will sell such Margin Stock as soon as such sale or disposition is permitted by applicable law and not prohibit by such contractual restriction.
(ii) At any time that the Issuer holds Margin Stock with an aggregate Market Value in excess of 10% of the Collateral Principal Amount, the Portfolio Manager shall use commercially reasonable efforts to sell Margin Stock with an aggregate Market Value at least equal to such excess.
