Corporation Covenants. The Corporation hereby covenants as follows:
Corporation Covenants. (a) The Corporation hereby agrees and warrants to each Member (i) that it will not cause the LLC or any material subsidiary of the LLC to convert into, or elect to be treated as, a corporation for Tax purposes without the prior written consent of 75% in interest of the Members (determined based upon Unit ownership as of the date of this Agreement and before any Exchange), (ii) that it will not cause the LLC to contribute any of its assets (other than any assets with a de minimis aggregate gross value) into one or more subsidiaries that are treated as corporations for Tax purposes, or cause the LLC to liquidate or distribute in kind any of its non-cash assets to its members, without the prior written consent of 75% in interest of the Members (as so determined), and (iii) that it will cause the LLC, and any subsidiary that is treated as a partnership for Tax purposes, to make valid Section 754 elections (and all comparable elections under applicable state and local tax law) for its first Taxable Year ending after the date of this Agreement and it will not seek to revoke any such election until the Corporation has received all possible tax benefits from all Basis Adjustments and Imputed Interest in respect of which the Corporation may be required to make any payments under this Agreement to the Applicable Members.
Corporation Covenants. The Corporation covenants and agrees with Holder that:
Corporation Covenants. Until the Convertible Note is paid in full, the Corporation covenants and agrees that, except as have been amended, terminated, waived or consented to through the Closing Date, or unless consented to by a Super Majority-Interest of the Holders (as defined in the Note) or Dorsar Investment Company:
Corporation Covenants. 14 SECTION 6.03. Notices........................................................14 SECTION 6.04. Counterparts...................................................15 SECTION 6.05. Entire Agreement; No Third Party Beneficiaries.................15 SECTION 6.06. Governing Law..................................................15 SECTION 6.07. Severability...................................................15 SECTION 6.08. Successors; Assignment; Amendments.............................15 SECTION 6.09. Titles and Subtitles...........................................16 SECTION 6.10.
Corporation Covenants. The Corporation hereby covenants with the Owner:
Corporation Covenants. The Corporation agrees to:
Corporation Covenants. It is hereby agreed between the Parties that, effective as of the Effective Date: (i) Section 7.2(d) of the Agreement regarding certain covenants made by the Corporation to the Investor, shall be deleted in its entirety and shall be of no further force and effect; and (ii) shall be replaced with the following:
Corporation Covenants. 55 ARTICLE VIII SUPPLEMENTAL INDENTURES NOT REQUIRING CONSENT OF REGISTERED OWNERS
Corporation Covenants. So long as any of the Notes are Outstanding:
