1Affirmative Covenants. As long as any Commitments or Obligations are outstanding, each Obligor shall, and shall cause each Subsidiary to:
1Affirmative Covenants. As long as any Commitment or Obligations are outstanding, each Obligor shall, and shall (other than in the case of the covenants set forth in Sections 10.1.1, 10.1.2 and 10.1.3) cause each Subsidiary to:
1Affirmative Covenants. Borrowers covenant and agree that, from the date hereof and until payment in full of the Secured Obligations:
1Affirmative Covenants. While any Indebtedness under the Credit Facility is outstanding or the Credit Facility remains available to the Borrower, the Borrower covenants with the Lenders that:
1Affirmative Covenants. During the term of this Agreement, and thereafter for so long as there are any obligations to Lender, each Borrower covenants that, unless otherwise consented to by Lender in writing, it shall:
(a) Pay and discharge all taxes, assessments and governmental charges upon it, its income and Properties as and when such taxes, assessments and charges are due and payable, except and to the extent only that such taxes, assessments and charges are being actively contested in good faith and by appropriate proceedings, Borrower maintains adequate reserves on its books therefor and the nonpayment of such taxes does not result in a Lien upon any Properties or Borrower other than a Permitted Lien. Borrower shall also pay and discharge any lawful claims which, if unpaid, might become a Lien against any of Borrower's Properties except for Permitted Liens.
(b) File all federal, state and local tax returns and other reports Borrower is required by law to file and maintain adequate reserves for the payment of all taxes, assessments, governmental charges, and levies imposed upon it, its income, or its profits, or upon any Property belonging to it.
(c) Pay to Lender, on demand, any and all fees, costs or expenses which Lender pays to a bank or other similar institution (including, without limitation, any reasonable fees paid by Lender to any Participating Lender) arising out of or in connection with (i) the forwarding to Borrower or any other Person on behalf of Borrower, by Lender of proceeds of loans made by Lender to Borrower pursuant to this Agreement and (ii) the depositing for collection, by Lender, of any check or item of payment received or delivered to Lender on account of the obligations.
(d) Preserve and maintain its separate corporate existence and all rights, privileges, and franchises in connection therewith, and maintain its qualification and good standing in all states in which such qualification is necessary.
(e) Maintain its Properties in good condition and make all necessary renewals, repairs, replacements, additions and improvements thereto.
(f) Comply with all laws, ordinances, governmental rules and regulations to which it is subject, and obtain and keep in force any and all licenses, permits, franchises, or other governmental authorizations necessary to the ownership of its Properties or to the conduct of its business, which violation or failure to obtain might materially and adversely affect the Properties or condition (financial or otherwise) of Borrow...
1Affirmative Covenants. The Beneficiaries direct the Reservoir Trustee and the Reservoir Trustee covenants with the Beneficiaries that until the termination and winding up of the NatWest Pension Reservoir Trust it shall:
(a) perform its obligations in respect of the Trust Property as described in this Trust Deed; and
(b) not otherwise assign, transfer or otherwise dispose of any interest, legal or equitable, in respect of the Trust Property without the prior written consent of the Beneficiaries.
1Affirmative Covenants. From the date hereof until the earlier to occur of the Closing Date and the date that this Agreement is terminated in accordance with Article 8, except (i) as otherwise expressly provided in this Agreement, (ii) as required by applicable Law, including the Antitrust Laws, (iii) any COVID-19 Measures as required and prescribed by Applicable Laws or (iv) with the prior written consent of Purchaser (which shall not be unreasonably withheld, delayed or conditioned), the Company shall and shall cause each other member of the Company Group to
1Affirmative Covenants. (a) Concurrently with the execution of this Agreement, Mesquite, SN Catarina, and SN Operating shall file with the Bankruptcy Court a motion pursuant to Rule 9019 of the Bankruptcy Rules seeking the Approval Order (the “9019 Motion”) on an expedited basis and seeking a return date of no more than fourteen (14) days. Mesquite, SN Catarina, and SN Operating hereby covenant and agree to diligently and in good faith (a) pursue the Approval Order on an emergency basis, seeking a return date of no more than fourteen (14) days; and (b) consult with the Creditor Representative, as and to the extent required by the Plan; provided, however, that Mesquite, SN Catarina, and SN Operating shall not be obligated to pursue any appeal from an order denying the 9019 Motion; provided further, however, that Mesquite, SN Catarina, and SN Operating shall diligently and in good faith defend an appeal from an order granting the 9019 Motion. From and after the date hereof until the Effective Date, Mesquite shall keep Evolve reasonably apprised of the nature and substance of any communications with or from the Creditor Representative regarding the matters set forth in this Agreement. The 9019 Motion shall not be withdrawn once filed absent written agreement of all Parties.
(b) Catarina Midstream and Evolve hereby covenant and agree to reasonably cooperate with Mesquite to obtain the Approval Order.
(c) If the Bankruptcy Court indicates that amendments are required to this Agreement in order to receive the Approval Order, the Parties will use commercially reasonable efforts to amend this Agreement in accordance with such requirements and expeditiously resubmit any such amended Settlement Agreement for Bankruptcy Court approval; provided, however, that no Party is obligated to agree to any amendments required by the Bankruptcy Court, and each Party reserves the right to respond to any amendments required by the Bankruptcy Court consistent with its respective fiduciary duties.
1Affirmative Covenants. 65 8.2Negative Covenants........................................................................................................................67
1Affirmative Covenants. So long as any of the Obligations (or any the Commitments therefor) shall be outstanding hereunder, the Borrower, Xxxxx UK and Norwich agree jointly and severally with the Agent and the Lenders as follows:
