Common use of Restricted Offering Dispositions Clause in Contracts

Restricted Offering Dispositions. Whether or not the -------------------------------- Pledgor controls the issuer or otherwise has the right to effect the registrations and compliances referred to in Section 5.6(a) and as an alternative to its rights thereunder, in connection with any sale of any of the Securities and Instrument Collateral, the Secured Party may, at its election, comply with any limitation or restriction (including any restrictions on the number of prospective bidders and purchasers or any requirement that they have certain qualifications or that they represent and agree that they are purchasing for their own account for investment and not with a view to the distribution or resale of such Securities and Instrument Collateral) as it may be advised by counsel is necessary in order to avoid any violation of Applicable Law or to obtain any Governmental Approval, and such compliance shall not result in such sale being considered or deemed not to have been made in a commercially reasonable manner, nor shall the Secured Party be liable nor accountable to the Pledgor for any discount allowed by reason of the fact that such Securities and Instrument Collateral is sold in compliance with any such limitation or restriction.

Appears in 1 contract

Samples: Security Agreement (Tsi International Software LTD)

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Restricted Offering Dispositions. Whether or not the -------------------------------- Pledgor controls the issuer or otherwise has the right to effect the registrations and compliances referred to in Section 5.6(a3.03(a) and as an alternative to its rights thereunder, in connection with any sale of any of the Securities and Instrument Collateral, the Secured Party may, at its election, comply with any limitation or restriction (including any restrictions on the number of prospective bidders and purchasers or any requirement that they have certain qualifications or that they represent and agree that they are purchasing for their own account for investment and not with a view to the distribution or resale of such Securities and Instrument Investment Collateral) as it may be advised by counsel is necessary in order to avoid any violation of Applicable Law or to obtain any Governmental Approval, and such compliance shall not result in such sale being considered or deemed not to have been made in a commercially reasonable manner, nor shall the Secured Party any Principal be liable nor or accountable to the Pledgor for any discount allowed by reason of the fact that such Securities and Instrument Collateral is sold in compliance with any such limitation or restriction.

Appears in 1 contract

Samples: Memorandum of Security Agreement (Premiere Technologies Inc)

Restricted Offering Dispositions. Whether or not the Pledgor -------------------------------- Pledgor controls the issuer or otherwise has the right to effect the registrations and compliances referred to in Section 5.6(a3.03(a) and as an alternative to its rights thereunder, in connection with any sale of any of the Securities and Instrument Collateral, the Secured Party may, at its election, comply with any limitation or restriction (including any restrictions on the number of prospective bidders and purchasers or any requirement that they have certain qualifications or that they represent and agree that they are purchasing for their own account for investment and not with a view to the distribution or resale of such Securities and Instrument Investment Collateral) as it may be advised by counsel is necessary in order to avoid any violation of Applicable Law or to obtain any Governmental Approval, and such compliance shall not result in such sale being considered or deemed not to have been made in a commercially reasonable manner, nor shall the Secured Party any Principal be liable nor or accountable to the Pledgor for any discount allowed by reason of the fact that such Securities and Instrument Collateral is sold in compliance with any such limitation or restriction.

Appears in 1 contract

Samples: Memorandum of Security Agreement (Premiere Technologies Inc)

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Restricted Offering Dispositions. Whether or not the -------------------------------- Pledgor controls the issuer Issuer or otherwise has the right to effect the registrations and compliances referred to in Section 5.6(a4.04(a) and as an alternative to its rights thereunder, in connection with any sale of any of the Securities and Instrument which are Priority Collateral, the Agent, on behalf of itself and the other Secured Party mayParties, may at its election, comply with any limitation or restriction (including any restrictions restriction on the number of prospective bidders and purchasers or any requirement that they have certain qualifications or that they represent and agree that they are purchasing for their own account for investment and not with a view to the distribution or resale of such Securities and Instrument CollateralSecurities) as it may be advised by counsel is necessary in order to avoid any violation of Applicable Law or to obtain any Governmental Approval, and such compliance shall not result in such sale being considered or deemed not to have been made in a commercially reasonable manner, nor shall the Secured Party any Principal be liable nor accountable to the Pledgor for any discount allowed by reason of the fact that such Securities and Instrument Collateral is are sold in compliance with any such limitation or restriction.

Appears in 1 contract

Samples: Pledge Agreement (S a Louis Dreyfus Et Cie Et Al)

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