Common use of Certain Sales of Collateral Clause in Contracts

Certain Sales of Collateral. (a) Grantor recognizes that, by reason of certain prohibitions contained in law, rules, regulations or orders of any Governmental Authority, the Trustee may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who meet the requirements of such Governmental Authority. Grantor acknowledges that any such sales may be at prices and on terms less favorable to the Trustee than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees that any such restricted sale shall be deemed to have been made in a commercially reasonable manner. (b) With respect to the sale of securities constituting Collateral, to the extent the Trustee deems it advisable to do so, in its sole discretion or as may be required by applicable law, the Trustee may restrict the prospective bidders or purchasers to Persons who, in the Trustee's sole judgment, are sufficiently sophisticated and who will represent and agree that they are purchasing the securities constituting Collateral then being sold for their own account and not with a view to the distribution or resale thereof, and upon consummation of any such sale, the Trustee shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the securities constituting Collateral so sold.

Appears in 1 contract

Sources: Security Agreement (Riviera Black Hawk Inc)

Certain Sales of Collateral. (a) Grantor recognizes that, by reason of certain prohibitions contained in law, rules, regulations or orders of any Governmental Authority, including without limitation Gaming Laws, the Trustee may be compelled, with respect to any sale of all or any part of the Collateral, to limit purchasers to those who meet the requirements of such Governmental Authority. Grantor acknowledges that any such sales may be at prices and on terms less favorable to the Trustee than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees that any such restricted sale shall be deemed to have been made in a commercially reasonable manner. (b) With respect to the sale of securities Notes constituting Collateral, to the extent the Trustee deems it advisable to do so, in its sole discretion or as may be required by applicable law, the Trustee may restrict the prospective bidders or purchasers to Persons who, in the Trustee's sole judgment, are sufficiently sophisticated and who will represent and agree that they are purchasing the securities constituting Collateral then being sold for their own account and not with a view to the distribution or resale thereof, and upon consummation of any such sale, the Trustee shall have the right to assign, transfer and deliver to the purchaser or purchasers thereof the securities constituting Collateral so sold.

Appears in 1 contract

Sources: Security Agreement (Riviera Holdings Corp)