Common use of Effect of Pledge on Certain Rights Clause in Contracts

Effect of Pledge on Certain Rights. (a) If any of the Collateral subject to this Agreement consists of nonvoting equity or ownership interests (regardless of class, designation, preference or rights) that may be converted into voting equity or ownership interests upon the occurrence of certain events (including, without limitation, upon the transfer of all or any of the other stock or assets of the issuer), it is agreed that the pledge of such equity or ownership interests pursuant to this Agreement or the enforcement of any of Agent's rights hereunder shall be modified so as to not be deemed to be the type of event which would trigger such conversion rights notwithstanding any provisions in the Organizational Documents or agreements to which the Company is subject or to which the Company is party. (b) The Secured Parties acknowledge and agree that certain of the Collateral may have been developed with the assistance of funds received from the Israeli Office of the Chief Scientist and consequently the use, transfer, sale and foreclosure of such Collateral is subject to the Law for the Encouragement of Industrial Research and Development, 5744-1984, as amended or supplemented from time to time and all rules and regulations issued thereunder (the "R&D LAW") and, in enforcing their rights hereunder, the Secured Parties undertake to comply with the R&D Law.

Appears in 1 contract

Sources: Israeli Security Agreement (Metalink LTD)

Effect of Pledge on Certain Rights. (a) If any of the Collateral subject to this Agreement consists of nonvoting equity or ownership interests (regardless of class, designation, preference or rights) that may be converted into voting equity or ownership interests upon the occurrence of certain events (including, without limitation, upon the transfer of all or any of the other stock or assets of the issuer), it is agreed that the pledge of such equity or ownership interests pursuant to this Agreement or the enforcement of any of Agent's rights hereunder shall be modified so as to not be deemed to be the type of event which would trigger such conversion rights notwithstanding any provisions in the Organizational Documents or agreements to which the Company is subject or to which the Company is party. (b) The Secured Parties acknowledge and agree that certain of the Collateral may have been developed with the assistance of funds received from the Israeli Office of the Chief Scientist and consequently the use, transfer, sale and foreclosure of such Collateral is subject to the Law for the Encouragement of Industrial Research and Development, 5744-1984, as amended or supplemented from time to time and all rules and regulations issued thereunder (the "R&D LAW") and, in enforcing their rights hereunder, the Secured Parties undertake to comply with the R&D Law.

Appears in 1 contract

Sources: u.s. Security Agreement (Metalink LTD)