Common use of Registration Rights; Private Sales Clause in Contracts

Registration Rights; Private Sales. (a) The Pledgors recognize that the Administrative Agent may be unable to effect a public sale of any or all the Collateral, by reason of certain prohibitions contained in the Securities Act and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. The Pledgors acknowledge and agree that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agree that any such private sale shall be deemed to have been made in a commercially reasonable manner. The Administrative Agent shall be under no obligation to delay a sale of any of the Collateral for the period of time necessary to permit the applicable Issuer or Partnership/LLC to register such securities for public sale under the Securities Act, or under applicable state securities laws, even if the applicable Issuer or Partnership/LLC would agree to do so.

Appears in 7 contracts

Samples: Pledge Agreement (Blackbaud Inc), Pledge Agreement, Credit Agreement (Blackbaud Inc)

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Registration Rights; Private Sales. (a) The Pledgors recognize Company recognizes that the Administrative Collateral Agent may be unable to effect a public sale of any or all the Collateral, Pledged Equity by reason of certain prohibitions contained in the Securities Act and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which that will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. The Pledgors acknowledge Company acknowledges and agree agrees that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. The Administrative Collateral Agent shall be under no obligation to delay a sale of any of the Collateral Pledged Equity for the period of time necessary to permit the applicable Issuer or Partnership/LLC Ryerson Inc. to register such securities for public sale under the Securities Act, or under applicable state securities laws, even if the applicable Issuer or Partnership/LLC Ryerson Inc. would agree to do so.

Appears in 1 contract

Samples: Pledge Agreement (Ryerson Holding Corp)

Registration Rights; Private Sales. (a) The Pledgors recognize Borrower recognizes that the Administrative Agent may be unable to effect a public sale of any or all the CollateralPledged Stock, by reason of certain prohibitions contained in the Securities Act and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. The Pledgors acknowledge Borrower acknowledges and agree agrees that any such private sale may result in prices and other terms less favorable to the Administrative Agent than if such sale were a public sale and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. The Administrative Agent shall be under no obligation to delay a sale of any of the Collateral Pledged Stock for the period of time necessary to permit the applicable Issuer or Partnership/LLC Issuers to register such securities for public sale under the Securities Act, or under applicable state securities laws, even if the applicable Issuer or Partnership/LLC Issuers would agree to do so.

Appears in 1 contract

Samples: Stock Pledge Agreement (Unidigital Inc)

Registration Rights; Private Sales. (a) A. The Pledgors recognize Pledgor recognizes that the Administrative Agent Secured Party may be unable to effect a public sale of any or all the Collateral, by reason of certain prohibitions contained in the Securities Act applicable Federal and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. The Pledgors acknowledge Pledgor acknowledges and agree agrees that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agree agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. The Administrative Agent Secured Party shall be under no obligation to delay a sale of any of the Collateral for the period of time necessary to permit the applicable Issuer or Partnership/LLC Company to register such securities for public sale under the Securities Act, or under applicable Federal and state securities laws, even if the applicable Issuer or Partnership/LLC Company would agree to do so.

Appears in 1 contract

Samples: Pledge Agreement (Brekford Corp.)

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Registration Rights; Private Sales. (a) The Pledgors recognize that the Administrative Agent may be unable to effect a public sale of any or all the Collateral, by reason of certain prohibitions contained in the Securities Act and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. The Pledgors acknowledge and agree that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agree that any such private sale shall be deemed to have been made in a commercially reasonable manner. The Administrative Agent shall be under no obligation to delay a sale of any of the Collateral for the period of time necessary to permit the applicable Issuer or Partnership/LLC to register such securities for public sale under the Securities Act, or CHAR2\0000000x0 under applicable state securities laws, even if the applicable Issuer or Partnership/LLC would agree to do so.

Appears in 1 contract

Samples: Pledge Agreement (Blackbaud Inc)

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