Securities Law Provision. Each Debtor recognizes that Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities and the Pledged Interests for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the Pledged Interests were sold to the public, and that Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests for the period of time necessary to register the Pledged Securities or the Pledged Interests for sale to the public under the Securities Laws. Each Debtor shall cooperate with Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Agent) applicable to the sale of the Pledged Securities and the Pledged Interests by Agent.
Appears in 4 contracts
Samples: Note Purchase Agreement (CannLabs, Inc.), Security Agreement (CannLabs, Inc.), Security Agreement (Blue Calypso, Inc.)
Securities Law Provision. Each The Debtor recognizes that Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests Securities, if any, by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities and the Pledged Interests Securities, if any, for their own account, for investment and not with a view to the distribution or resale thereof. Each The Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the Pledged Interests Securities, if any, were sold to the public, and that Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests Securities, if any, for the period of time necessary to register the Pledged Securities or the Pledged Interests Securities, if any, for sale to the public under the Securities Laws. Each The Debtor shall cooperate with Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Agent) applicable to the sale of the Pledged Securities and the Pledged Interests Securities, if any, by Agent.
Appears in 3 contracts
Samples: Joinder to Security Agreement, Joinder Agreement to Security Agreement (SCOLR Pharma, Inc.), Security Agreement (SCOLR Pharma, Inc.)
Securities Law Provision. Each Debtor recognizes that Agent the Secured Party may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities and the or Pledged Interests for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the or Pledged Interests were sold to the public, and that Agent the Secured Party has no obligation to delay the sale of any Pledged Securities or the and/or Pledged Interests for the period of time necessary to register the Pledged Securities or the and/or Pledged Interests for sale to the public under the Securities Laws. Each Debtor shall cooperate with Agent the Secured Party in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Agentthe Secured Party) applicable to the sale of the Pledged Securities and the and/or Pledged Interests by Agentthe Secured Party.
Appears in 2 contracts
Samples: Security Agreement (Zerify, Inc.), Security Agreement (Schmitt Industries Inc)
Securities Law Provision. Each Debtor recognizes that Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities and the or Pledged Interests for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the or Pledged Interests were sold to the public, and that Agent has no obligation to delay the sale of any Pledged Securities or the and/or Pledged Interests for the period of time necessary to register the Pledged Securities or the and/or Pledged Interests for sale to the public under the Securities Laws. Each Debtor shall cooperate with Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Agent) applicable to the sale of the Pledged Securities and the and/or Pledged Interests by Agent.
Appears in 1 contract
Samples: Security Agreement (Bloomios, Inc.)
Securities Law Provision. Each Debtor recognizes that Collateral Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the pledged securities set forth in Schedule H (the “Pledged Securities and the Pledged Interests Securities”) for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the Pledged Interests were sold to the public, and that Collateral Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests for the period of time necessary to register the Pledged Securities or the Pledged Interests for sale to the public under the Securities Laws. Each Debtor shall cooperate with Collateral Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Collateral Agent) applicable to the sale of the Pledged Securities and the Pledged Interests by Collateral Agent.
Appears in 1 contract
Securities Law Provision. Each Debtor recognizes that Collateral Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the pledged securities set forth in Schedule A (the “Pledged Securities and the Pledged Interests Securities”) for their own account, for investment and not with a view to the distribution or resale thereof. thereof Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the Pledged Interests were sold to the public, and that Collateral Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests for the period of time necessary to register the Pledged Securities or the Pledged Interests for sale to the public under the Securities Laws. Each Debtor shall cooperate with Collateral Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Collateral Agent) applicable to the sale of the Pledged Securities and the Pledged Interests by Collateral Agent.
Appears in 1 contract
Securities Law Provision. Each Debtor Grantor recognizes that the Collateral Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests Collateral by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “"Securities Laws”"), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities and the Pledged Interests Collateral for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor Grantor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the Pledged Interests Collateral were sold to the public, and that the Collateral Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests Collateral for the period of time necessary to register the Pledged Securities or the Pledged Interests Collateral for sale to the public under the Securities Laws. Each Debtor Grantor agrees that negotiated sales made under the foregoing circumstances, whether on cash or credit terms, shall be deemed to have been made in a commercially reasonable manner. Each Grantor and each Subsidiary thereof shall cooperate with the Collateral Agent in its attempt attempts to satisfy any requirements under the Securities Laws (including, including without limitation, limitation registration thereunder if requested by Collateral Agent) applicable to the sale of the Pledged Securities and Collateral by the Pledged Interests by Collateral Agent.
Appears in 1 contract
Securities Law Provision. Each Debtor The Company recognizes that Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the United States Securities Act of 1933, as amended, the Israeli Securities Law of 1968 or other applicable United Statesfederal, state or foreign securities laws (collectively, the “Securities Laws”"SECURITIES LAWS"), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities and the Pledged Interests for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor The Company agrees that that, subject to applicable law (including, without limitation, Israeli law regarding the process for realization and foreclosure of security interests), sales so made may be at prices and on terms less favorable than if the Pledged Securities and the Pledged Interests were sold to the public, and that Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests for the period of time necessary to register the Pledged Securities or the Pledged Interests for sale to the public under the Securities Laws. Each Debtor The Company shall cooperate with Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Agent) applicable to the sale of the Pledged Securities and the Pledged Interests by Agent.
Appears in 1 contract
Securities Law Provision. Each Debtor recognizes that Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the Pledged Securities and the or Pledged Interests for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the or Pledged Interests were sold to the public, and that Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests for the period of time necessary to register the Pledged Securities or the Pledged Interests for sale to the public under the Securities Laws. Each Debtor shall cooperate with Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Agent) applicable to the sale of the Pledged Securities and the Pledged Interests by Agent.
Appears in 1 contract
Samples: Security Agreement (Exactus, Inc.)
Securities Law Provision. Each Debtor recognizes that Collateral Agent may be limited in its ability to effect a sale to the public of all or part of the Pledged Securities or the Pledged Interests by reason of certain prohibitions in the Securities Act of 1933, as amended, or other applicable United States, federal or state or foreign securities laws (collectively, the “Securities Laws”), and may be compelled to resort to one or more sales to a restricted group of purchasers who may be required to agree to acquire the pledged securities set forth in Schedule A (the “Pledged Securities and the Pledged Interests Securities”) for their own account, for investment and not with a view to the distribution or resale thereof. Each Debtor agrees that sales so made may be at prices and on terms less favorable than if the Pledged Securities and the Pledged Interests were sold to the public, and that Collateral Agent has no obligation to delay the sale of any Pledged Securities or the Pledged Interests for the period of time necessary to register the Pledged Securities or the Pledged Interests for sale to the public under the Securities Laws. Each Debtor shall cooperate with Collateral Agent in its attempt to satisfy any requirements under the Securities Laws (including, without limitation, registration thereunder if requested by Collateral Agent) applicable to the sale of the Pledged Securities and the Pledged Interests by Collateral Agent.
Appears in 1 contract
Samples: Senior Secured Convertible Promissory Note (Adamas One Corp.)