Common use of Sale Exempt from Registration Clause in Contracts

Sale Exempt from Registration. Secured Party shall be entitled at any such sale or other Transfer, if it deems it advisable to do so, to restrict the prospective bidders or purchasers to Persons who will provide assurances satisfactory to Secured Party that the Collateral may be offered and sold to them without registration under the Securities Act of 1933, as amended, and without registration or qualification under any other applicable state or federal law. Upon the consummation of any such sale, Secured Party shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold. Secured Party may solicit offers to buy the Collateral, or any part of it, from a limited number of investors deemed by Secured Party, in its good faith judgment or in good faith reliance upon advice of its counsel, to meet the requirements to purchase securities under Regulation D promulgated under the Securities Act of 1933 as then in effect (or any other regulation of similar import). If Secured Party solicits such offers from such investors, then the acceptance by Secured Party of the highest offer obtained from any of them shall be deemed to be a commercially reasonable method of disposition of the Collateral.

Appears in 2 contracts

Samples: Pledge and Security Agreement (D&f Industries Inc), Credit Agreement (Usi Holdings Corp)

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Sale Exempt from Registration. Secured Party shall be entitled at any such sale or other Transfersale, if it deems it advisable to do so, to restrict the prospective bidders or purchasers to Persons persons who will provide assurances satisfactory to Secured Party that the Collateral they may be offered and sold the Collateral to them be sold without registration under the Securities Act of 1933, as amendedamended (the "Securities Act"), and without registration or qualification under any other applicable state or federal law. Upon statute, and upon the consummation of any such sale, Secured Party shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold. Secured Party may solicit offers to buy the Collateral, or any part of it, from a limited number of investors deemed by Secured Party, in its good faith judgment or in good faith reliance upon advice of its counselcommercially reasonable judgment, to meet the requirements to purchase securities under Regulation D promulgated under the Securities Act of 1933 as then in effect (or any other regulation of similar import). If Secured Party solicits such offers from such investors, then the acceptance by Secured Party of the highest offer obtained from any of them therefrom shall be deemed to be a commercially reasonable method of disposition of the Collateral.

Appears in 2 contracts

Samples: Stock Contribution and Exchange Agreement (Panamsat Corp), Pledge and Security Agreement (Panamsat Corp /New/)

Sale Exempt from Registration. Secured Party shall be entitled at any such sale or other Transferdisposition of Collateral, if it deems it advisable to do so, to restrict the prospective bidders or purchasers to Persons persons who will provide assurances satisfactory to Secured Party that the Collateral they may be offered and sold the Collateral to them be sold without registration under the Securities Act of 1933, as amendedamended (the "Securities Act"), and without registration or qualification under any other applicable 123 state or federal law. Upon statute, and upon the consummation of any such sale, Secured Party shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold. Secured Party may solicit offers to buy the Collateral, or any part of it, from a limited number of investors deemed by Secured Party, in its good faith judgment or in good faith reliance upon advice of its counselcommercially reasonable judgment, to meet the requirements to purchase securities under Regulation D promulgated under the Securities Act of 1933 as then in effect (or any other regulation of similar import). If Secured Party solicits such offers from such investors, then the acceptance by Secured Party of the highest offer obtained from any of them therefrom shall be deemed to be a commercially reasonable method of disposition of the such Collateral.

Appears in 1 contract

Samples: Pledge Agreement (Ocular Sciences Inc /De/)

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Sale Exempt from Registration. Secured Party shall be entitled at any such sale or other Transferdisposition of Collateral, if it deems it advisable to do so, to restrict the prospective bidders or purchasers to Persons persons who will provide assurances satisfactory to Secured Party that the Collateral they may be offered and sold the Collateral to them be sold without registration under the Securities Act of 1933, as amendedamended (the "Securities Act"), and without registration or qualification under any other applicable state or federal law. Upon statute, and upon the consummation of any such sale, Secured Party shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the Collateral so sold. Secured Party may solicit offers to buy the Collateral, or any part of it, from a limited number of investors deemed by Secured Party, in its good faith judgment or in good faith reliance upon advice of its counselcommercially reasonable judgment, to meet the requirements to purchase securities under Regulation D promulgated under the Securities Act of 1933 as then in effect (or any other regulation of similar import). If Secured Party solicits such offers from such investors, then the acceptance by Secured Party of the highest offer obtained from any of them therefrom shall be deemed to be a commercially reasonable method of disposition of the such Collateral.

Appears in 1 contract

Samples: Credit Agreement (Ocular Sciences Inc /De/)

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