Rights to Sell. (a) If Secured Party shall determine to exercise its rights to sell all or any of the Collateral pursuant to its rights hereunder, Pledgor agrees that, upon request of the Secured Party, Pledgor will, at its own expense, use its commercially reasonable best efforts to do or cause to be done all such other acts and things as may be necessary to make such sale of the Collateral or any part thereof valid and binding and in compliance with applicable law and the Partnership Agreement. (b) Pledgor further acknowledges the impossibility of ascertaining the amount of damages which would be suffered by Secured Party and the Holders of the Notes by reason of the failure by Pledgor to perform any of the covenants contained in this Section 4.06 and consequently agrees that if Pledgor shall fail to perform any of such covenants, it shall be subject to a suit for specific performance of such covenants.
Appears in 2 contracts
Samples: Partnership Interest Pledge Agreement (HCS Ii Inc), Partnership Interest Pledge Agreement (HCS Ii Inc)
Rights to Sell. (a) If Secured Party shall determine to exercise its rights to sell all or any of the Collateral pursuant to its rights hereunder, Pledgor agrees that, upon request of the Secured Party, Pledgor will, at its own expense, use its commercially reasonable best efforts to do or cause to be done all such other acts and things as may be necessary to make such sale of the Collateral or any part thereof valid and binding and in compliance with applicable law and the Partnership Agreement.
(b) Pledgor further acknowledges the impossibility of ascertaining the amount of damages which would be suffered by Secured Party and the Holders of the Notes by reason of the failure by Pledgor to perform any of the covenants contained in this Section 4.06 and consequently agrees that if Pledgor shall fail to perform any of such covenants, it shall be subject to a suit for specific performance of such covenants.
Appears in 2 contracts
Samples: Partnership Interest Pledge Agreement (NGA Holdco, LLC), Partnership Interest Pledge Agreement (NGA Holdco, LLC)