Pledge of MVS to Third Party Lender Sample Clauses

Pledge of MVS to Third Party Lender. Subject to Sections 8.4, 8.5, 14.1(b) and 16.2(h), any Holder may pledge any of the MVS of which he is then the Holder to any Canadian or foreign chartered bank or trust company or other financial institution selected by them having a credit rating of A or better for its public senior debt according to Standard and Poor’s most current Global Rating Handbook and with whom the Holder deals on an Arm’s Length basis (the “Lender”), subject to the following terms and conditions: (a) Such Holder shall deliver to the Family Representatives a notice of his intention to pledge MVS registered in his name in accordance with this Section 10.4 (a “Pledge Notice”) setting out the number of MVS he wishes to pledge (the “Pledged Shares”), the name of the financial institution and the amount of the loan and shall provide such evidence as the Family Representatives may reasonably request to confirm that Sections 8.4 and 8.5 will not be breached as a consequence of such pledge; (b) The maximum principal amount of the loan in respect of which MVS may be pledged as security at any time shall not exceed 50% of the value of the equivalent number of SVS into which such MVS may be converted determined by multiplying the average of the closing prices of the SVS on the stock exchange in which the SVS had the highest aggregate trading volume for each of the 20 trading days immediately prior to the date of advance of the loan for which there was a closing price by the number of SVS represented by the Pledged Shares; (c) The Holder shall have received a notice from the Family Representatives confirming that the loan for which the MVS are proposed to be pledged does not exceed 50% of the value of the Pledged Shares and that there is no relevant Blackout Period that would restrict such pledge; (d) Prior to the pledge of such MVS, the Holder, the Lender, the Family Representatives and the other Holders shall have entered into an agreement in form and substance satisfactory to the Family Representatives and the other Holders, acting reasonably, that provides, inter alia, that: (i) if there is a default by the Holder under the loan arrangements, the Lender shall give notice of such default, forthwith after becoming aware of it, to the Family Representatives and to the other Holders; (ii) prior to taking any measures to realize upon the Pledged Shares, if the Lender proposes to sell any of the MVS that are Pledged Shares the Lender shall give a written offer of sale (“Lender’s Offer”) to the...
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Related to Pledge of MVS to Third Party Lender

  • Links to Third Party Sites The Bank website may contain links to other websites ("Linked Sites"). Such links are provided solely as a convenience for you. While the Bank will attempt to select and provide links to Linked Sites that it believes may be of interest to its customers, the Bank does not screen, approve, review or otherwise endorse any content or information contained in any Linked Sites. You acknowledge and agree that the Bank, its affiliates and partners are not responsible for the contents of any Linked Sites, including the accuracy or availability of information provided by Linked Sites, and make no representations or warranties regarding the Linked Sites or your use of them.

  • Links to Third Party Sites/Third Party Services xxx.xxxxxxxxxxxxxxxxxx.xxx may contain links to other websites ("Linked Sites"). The Linked Sites are not under the control of Company and Company is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Company is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Company of the site or any association with its operators. Certain services made available via xxx.xxxxxxxxxxxxxxxxxx.xxx are delivered by third party sites and organizations. By using any product, service or functionality originating from the xxx.xxxxxxxxxxxxxxxxxx.xxx domain, you hereby acknowledge and consent that Company may share such information and data with any third party with whom Company has a contractual relationship to provide the requested product, service or functionality on behalf of xxx.xxxxxxxxxxxxxxxxxx.xxx users and customers.

  • Links to Third Party Websites In your use of the Service and/or the Company’s website, you may encounter various types of links that enable you to visit websites operated or owned by third parties (“Third Party Site”). These links are provided to you as a convenience and are not under the control or ownership of the Company. The inclusion of any link to a Third Party Site is not (i) an endorsement by the Company of the Third Party Site, (ii) an acknowledgement of any affiliation with its operators or owners, or (iii) a warranty of any type regarding any information or offer on the Third Party Site. Your use of any Third Party Site is governed by the various legal agreements and policies posted at that website.

  • Obligations to Third Parties Each party warrants and represents that this Agreement does not conflict with any contractual obligations, expressed or implied, undertaken with any Third Party.

  • Disclosure to Third Parties The Company shall have the right to disclose to third parties, in whatever manner the Company may determine, the fact that this Agreement has been executed, the names of the parties to this Agreement and the terms hereof.

  • No Third Party Rights Except as expressly provided in this Agreement, this Agreement is intended solely for the benefit of the parties hereto and is not intended to confer any benefits upon, or create any rights in favor of, any Person other than the parties hereto.

  • Non-Third Party Claims Upon discovery of any claim for which Buyer has an indemnification obligation under the terms of Section 12.1 which does not involve a claim by a third party against the Indemnitee, the Indemnitee shall give prompt notice to Buyer of such claim and, in any case, shall give Buyer such notice within 30 days of such discovery. A failure by Indemnitee to timely give the foregoing notice to Buyer shall not excuse Buyer from any indemnification liability except to the extent that Buyer is materially and adversely prejudiced by such failure.

  • Payments to Third Parties Xxxxxxx agrees that Grantor shall have no liability to Grantee when Grantor acts in good faith to redirect all or a portion of any Grantee payment to a third party. Grantor will be deemed to have acted in good faith when it is in possession of information that indicates Grantee authorized Grantor to intercept or redirect payments to a third party or when so ordered by a court of competent jurisdiction.

  • Transfers or Assignments to a Third Party Financing Agent It is understood and agreed by the parties that a condition precedent to the consummation of the purchase (s) under the Contract may be the obtaining of acceptable third party financing by the Authorized User. The Authorized User shall make the sole determination of the acceptability of any financing proposal. The Authorized User will make all reasonable efforts to obtain such financing, but makes no representation that such financing has been obtained as of the date of Bid receipt. Where financing is used, Authorized User may assign or transfer its rights in Licensed Products (existing or custom) to a third party financing entity or trustee (“Trustee”) as collateral where required by the terms of the financing agreement. Trustee’s sole rights with respect to transferability or use of Licensed Products shall be to exclusively sublicense to Authorized User all of its Licensee’s rights under the terms and conditions of the License Agreement; provided, further, however, in the event of any termination or expiration of such sublicense by reason of payment in full, all of Trustee’s rights in such Licensed Product shall terminate immediately and Authorized User’s prior rights to such Existing Licensed Product shall be revived.

  • No Commissions to Third Parties The Servicer has not dealt with any broker or agent or anyone else who might be entitled to a fee or commission in connection with this transaction other than the Seller; and

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