Additional Covenants of the Buyer. Notwithstanding any other --------------------------------- provision hereof, Buyer covenants and agrees that, for a period of five (5) years commencing on the Closing Date, Buyer shall not transfer the Purchased Assets, or any material portion of the Purchased Assets, to any entity or Affiliate of such entity who at that time is the owner of any bundle of generation assets previously owned by Seller within the southern regions of Nevada, as such regions are described in the Offering Memorandum dated as of March 2000, as supplemented from time to time. Buyer further covenants and agrees that, in the event that Buyer transfers the Purchased Assets or any material portion of the Purchased Assets during such five (5) year period, Buyer shall obtain from its transferee a covenant and agreement which restricts such transferee's ability to transfer the Purchased Assets that is substantially similar to Buyer's covenant and agreement in the first sentence of this Section 7.13 and an additional covenant and agreement that is substantially similar to that of this sentence, and each such covenant and agreement shall survive and remain in effect until five (5) years from the Closing Date as defined in this Agreement. The covenants and agreements contained in this Section 7.13 shall survive Closing and shall continue in effect for a period of five (5) years commencing on the Closing Date.
Additional Covenants of the Buyer. At all times from the Lease Closing Date to the Final Settlement Date, the Buyer shall:
Additional Covenants of the Buyer. The Buyer covenants and agrees as follows:
Additional Covenants of the Buyer. Notwithstanding any other provision hereof, the Buyer covenants and agrees that, after the Closing Date, the Buyer will not make any modifications to the Purchased Assets or take any action which would result in a loss of the exclusion of interest on the pollution control bonds or the solid waste disposal bonds issued on behalf of NYSEG in connection with the Kintigh, Milliken, Goudey, Greenidge, Hickling, and Jennison Generating Stations from gross income for federal incxxx xxxxoses under Section 103 of the Code. The Buyer further covenants and agrees that, in the event that the Buyer transfers any of the Purchased Assets, the Buyer shall obtain from its transferee a covenant and agreement that is analogous to the Buyer's covenant and agreement pursuant to the immediately preceding sentence, as well as a covenant and agreement that is analogous to that of this sentence. This covenant shall survive Closing and shall continue in effect so long as the pollution control bonds or solid waste disposal bonds remain outstanding.
Additional Covenants of the Buyer. The Buyer shall use its reasonable endeavours to assist each of the Sellers in being released by the Finance Parties from the Sellers respective obligations under the Assignment Agreement, the Priority Agreement and the Company Share Pledges. In the event that the Sellers shall not be so released, the Buyer shall indemnify, defend and hold the Sellers harmless from and against any liability, claim, cost, loss, judgment, damage or expense (including proper legal fees and expenses) that the Sellers incur or suffer under the Assignment Agreement, the Priority Agreement or either of the Company Share Pledges (i) to the full extent if the Buyer, or the Company (at or after the Closing), is in breach of the Assignment Agreement, the Priority Agreement or either of the Company Share Pledges, or (ii) if neither the Buyer nor the Company (at or after the Closing) is in such breach, to the extent that any such liability of either Seller results in a financial benefit to the Company or the Buyer. EXECUTION VERSION
Additional Covenants of the Buyer. Subject to other terms and conditions of this Agreement which define the Buyer's covenants, the Buyer covenants, in particular:
Additional Covenants of the Buyer. AND MARK XX..... 67 8.1
Additional Covenants of the Buyer
