Additional Covenants of the Borrower. From the date hereof and until all amounts due hereunder are indefeasibly repaid in full:
(a) Nothing contained in this Agreement shall prevent any consolidation or merger of the Borrower with any other corporation or successive consolidations or mergers in which the Borrower or its successor or successors shall be a party or parties, or shall prevent any sale, conveyance, transfer or lease of the property of the Borrower as an entirety or substantially as an entirety to any other corporation authorized to acquire and operate the same; provided, however (and the Borrower hereby covenants and agrees) that any such consolidation, merger, sale or conveyance shall be upon the condition that: (i) immediately after such consolidation, merger, sale or conveyance the corporation (whether the Borrower or such other corporation) formed by or surviving any such consolidation or merger, or the corporation to which such sale or conveyance shall have been made, shall not be in Default in the performance or observance of any of the terms, covenants and conditions of this Agreement or the Term Loan Note to be observed or performed by the Borrower; and (ii) the corporation formed by or surviving any such consolidation or merger (unless the Borrower), or the corporation to which such sale or conveyance shall have been made, shall be organized under the laws of the United States of America or any state thereof or the District of Columbia and shall expressly assume the due and punctual payment of the principal of and interest on, the Term Loan Note and the other obligations of the Borrower under this Agreement. In case of any such consolidation, merger, sale, conveyance, transfer or lease, and upon the assumption by the successor corporation of the due and punctual performance of all of the covenants in this Agreement and the Term Loan Note to be performed or observed by the Borrower, such successor corporation shall succeed to and be substituted for the Borrower with the same effect as if it had been named in this Agreement and the Term Loan Note as the Borrower and thereafter the predecessor corporation shall be relieved of all obligations and covenants in this Agreement and the Term Loan Note and may be liquidated and dissolved.
(b) The Borrower shall submit to the Lender such information respecting the Borrower or any Subsidiary of the Borrower as the Lender may from time to time reasonably request.
(c) The Borrower will: (i) obtain promptly at any time and from time to t...
Additional Covenants of the Borrower. In consideration of Agent and Lenders entering into this Agreement in accordance with the terms and conditions hereof, Borrower hereby covenants and agrees that the Borrower shall at all times comply with each of the following covenants, it being understood by the parties that the failure to do so will immediately constitute the occurrence of an Event of Default:
Additional Covenants of the Borrower. Borrower covenants and agrees with Lender that until the Note has been paid in full, the Borrower will perform and observe the following additional covenants:
Additional Covenants of the Borrower. During the Royalty Period:
Additional Covenants of the Borrower. In addition to the covenants set forth in the Credit Agreement, the other Loan Documents (including the Second Amendment) and this Agreement, the Borrower hereby agrees as follows:
Additional Covenants of the Borrower. The Borrower shall comply with each of the following covenants from and after Limited Waiver Agreement Effective Date:
Additional Covenants of the Borrower. The Borrower hereby agrees: (a) to procure, execute and deliver from time to time any endorsements, assignments, financing statements and other writings reasonably deemed necessary or appropriate by the Required Creditors to perfect, maintain and protect its security interest hereunder and the priority thereof and to deliver promptly to the Collateral Agent all originals of any documents evidencing proceeds of the Collateral consisting of chattel paper or instruments; (b) not to surrender possession of, sell, encumber (other than to the Collateral Agent), or otherwise dispose of or transfer, any Collateral or right or interest therein other than as permitted under this Agreement or the other Debt Documents; (c) after the occurrence and during the continuance of a Major Default (and at all other times expressly provided for in this Agreement) to account fully for and promptly to deliver to the Collateral Agent, in the form received, all proceeds of Collateral received, endorsed to the Collateral Agent as appropriate and accompanied by such assignments and powers, duly executed, as the Required Creditors shall reasonably request, and until so delivered all Collateral and proceeds thereof shall be held in trust for the Collateral Agent for the benefit of the Secured Creditors; (d) at any reasonable time, upon demand by the Collateral Agent (as directed by the Required Creditors), to exhibit to and allow inspection by the Collateral Agent (or Persons designated by the Collateral Agent) of the Collateral and the records concerning the Collateral;
Additional Covenants of the Borrower. Upon the occurrence of the Renewables Early Termination Date (as defined in the Termination Agreement as in effect on the date hereof) the Loan Parties shall take one of the following actions within 2 Business Days of such date: (a) ensure that the Macquarie BONY Account complies with clause (d) of the definition of Excluded Account when aggregated with all other Excluded Accounts under such clause (d), (b) ensure that all amounts from the Macquarie BONY Account are removed and begin the process with Bank of New York to close such account or (c) that the Company is electing to retain such Deposit Account and that it will no longer constitute an Excluded Account. If the Loan Parties make the election described under clauses (a) or (b), the Loan Parties agree that any proceeds removed from the Macquarie BONY Account shall be deposited in a Deposit Account subject to a Control Agreement and if the Loan Parties make the election described under clause (c), the Loan Parties shall cause the Macquarie BONY Account to become subject to a Control Agreement in favor of the Term Agent within 15 days of Renewables Early Termination Date (as defined in the Termination Agreement as in effect on the date hereof) (or such later date as the Agent may agree upon Required Lenders direction (which direction and extension may be by e-mail)); provided further that the Loan Parties shall maintain the Macquarie BONY Account within the dollar thresholds of the Excluded Account definition and in compliance with Section 7.11 of the Credit Agreement until such Control Agreement is effective. It is acknowledged and agreed by the Loan Parties that non-compliance with this Section 5 absent a waiver or extension shall constitute an immediate Event of Default.
Additional Covenants of the Borrower. In addition to the covenants set forth in the Credit Agreement, the other Loan Documents and this Agreement, the Borrower hereby agrees as follows:
(a) The Borrower acknowledges that the Lenders intend to perform an audit of the books, records, operations and business of the Borrower and its Subsidiaries commencing on or about January 15, 2002. Such audit shall be performed by an auditor acceptable to the Agent, and all fees, costs and expenses of such audit shall be for the account of the Borrower. The Borrower agrees to cooperate in and facilitate such audit in all respects, including but not limited to by providing access to its books and records, properties and key employees.
(b) The Borrower acknowledges that the Lenders intend to perform an evaluation of the fixed assets and inventory of the Borrower and its Subsidiaries commencing on or about January 18, 2002. Such evaluation shall be performed by a party acceptable to the Agent, and all fees, costs and expenses of such evaluation shall be for the account of the Borrower. The Borrower agrees to cooperate in and facilitate such evaluation in all respects, including but not limited to by providing access to its books and records, properties and key employees.
(c) Any failure of the Borrower to perform any of the covenants set forth in this Section 3 in accordance with their terms shall constitute an immediate Event of Default having no grace period.
Additional Covenants of the Borrower. The Borrower covenants and agrees with and for the benefit of the Agent and the Lenders that, notwithstanding anything to the contrary contained in the Credit Agreement or any of the other Loan Documents, it shall comply with the following covenants and further agrees that failure to comply with any of the covenants contained in this Section 5 shall constitute an Event of Default under the Loan Agreement:
