Common use of Pledge Arrangements Clause in Contracts

Pledge Arrangements. Notwithstanding anything to the contrary herein, the Company acknowledges and agrees that a Purchaser may from time to time pledge or grant a security interest in some or all of the Securities (including shares of Common Stock issuable upon exercise of the Additional Investment Rights) in connection with a bona fide margin agreement or other loan or financing arrangement secured by the Securities, provided that such pledge or grant of a security interest is consistent with all applicable laws, rules and regulations, including all applicable securities laws (a "Bona Fide Pledge Arrangement"). If required under the terms of such Bona Fide Pledge Arrangement, such Purchaser may transfer pledged or secured Securities to the pledgees or secured parties thereunder, provided that such transfer is consistent with all applicable laws, rules and regulations, including all applicable securities laws. A Bona Fide Pledge Arrangement would not be subject to approval of the Company and no legal opinion of the pledgee, secured party or pledgor shall be required in order to effectuate such Bona Fide Pledge Arrangement or to transfer pledged shares pursuant to such Bona Fide Pledge Arrangement. Further, the Purchaser shall not be required hereunder to notify the Company of a Bona Fide Pledge Agreement. At the appropriate Purchaser's expense, the Company will execute and deliver such reasonable documentation as a pledgee or secured party of Securities may reasonably request in connection with the inclusion of the pledgee or secured party in the prospectus contemplated by Section 7, through a prospectus supplement or otherwise.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Penwest Pharmaceuticals Co), Securities Purchase Agreement (Penwest Pharmaceuticals Co)

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Pledge Arrangements. Notwithstanding anything to the contrary herein, the Company acknowledges and agrees that a Purchaser may from time to time pledge or grant a security interest in some or all of the Securities (including shares of Common Stock issuable upon exercise of the Additional Investment Rights) Shares in connection with a bona fide margin agreement or other loan or financing arrangement secured by the SecuritiesShares, provided that such pledge or grant of a security interest is consistent with all applicable laws, rules and regulations, including all applicable securities laws (a "Bona Fide Pledge Arrangement"). If required under the terms of such Bona Fide Pledge Arrangement, such Purchaser may transfer pledged or secured Securities Shares to the pledgees or secured parties thereunder, provided that such transfer is consistent with all applicable laws, rules and regulations, including all applicable securities laws. A Bona Fide Pledge Arrangement would not be subject to approval of the Company and no legal opinion of the pledgee, secured party or pledgor shall be required in order to effectuate such Bona Fide Pledge Arrangement or to transfer pledged shares pursuant to such Bona Fide Pledge Arrangement. Further, the Purchaser shall not be required hereunder to notify the Company of a Bona Fide Pledge Agreement. At the appropriate Purchaser's ’s expense, the Company will execute and deliver such reasonable documentation as a pledgee or secured party of Securities Shares may reasonably request in connection with the inclusion of the pledgee or secured party in the prospectus contemplated by Section 7, through a prospectus supplement or otherwise.

Appears in 1 contract

Samples: Share Purchase Agreement (TRM Corp)

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Pledge Arrangements. Notwithstanding anything to the contrary herein, the Company acknowledges and agrees that a Purchaser may from time to time pledge or grant a security interest in some or all of the Securities (including shares of Common Stock issuable upon exercise of the Additional Investment Rights) Shares in connection with a bona fide margin agreement or other loan or financing arrangement secured by the SecuritiesShares, provided that such pledge or grant of a security interest is consistent with all applicable laws, rules and regulations, including all applicable securities laws (a "Bona Fide Pledge Arrangement"). If required under the terms of such Bona Fide Pledge Arrangement, such Purchaser may transfer pledged or secured Securities Shares to the pledgees or secured parties thereunder, provided that such transfer is consistent with all applicable laws, rules and regulations, including all applicable securities laws. A Bona Fide Pledge Arrangement would not be subject to approval of the Company and no legal opinion of the pledgee, secured party or pledgor shall be required in order to effectuate such Bona Fide Pledge Arrangement or to transfer pledged shares pursuant to such Bona Fide Pledge Arrangement. Further, the Purchaser shall not be required hereunder to notify the Company of a Bona Fide Pledge Agreement. At the appropriate Purchaser's ’s expense, the Company will execute and deliver such reasonable documentation as a pledgee or secured party of Securities Shares may reasonably request in connection with the inclusion of the pledgee or secured party in the prospectus contemplated by Section 7, through a prospectus supplement or otherwise.

Appears in 1 contract

Samples: Share Purchase Agreement (Penwest Pharmaceuticals Co)

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