Additional Documents and Assurances Sample Clauses

Additional Documents and Assurances. Each of You will from time to time execute, deliver and file, alone or with Us, any security agreements, or other documents to perfect or give first priority to Our Lien on the Collateral (subject to Permitted Liens that are specifically designated as senior in priority). Each of You will from time to time obtain any instruments or documents as We may request, and take all further action that may be reasonably necessary or desirable, or that We may reasonably request, to carry out the provisions and purposes of this Agreement or any other Loan Document or to confirm, perfect, preserve and protect the Liens granted to Us. In addition, each of You authorize Us to file at any time financing statements, continuation statements, and amendments thereto that (i) either specifically describe the Collateral or describe the Collateral as all of Your assets or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the UCC of such jurisdiction, and (ii) contain any other information required by the UCC for the sufficiency of filing office acceptance of any financing statement, continuation statement, or amendment, including whether You are an organization, the type of organization and any organizational identification number issued to You, if applicable. Each of You hereby appoint Us as its lawful attorney-in-fact to sign Your name on any documents necessary to perfect or continue the perfection of any Lien regardless of whether an Event of Default has occurred until all Secured Obligations (other than inchoate indemnity obligations) have been satisfied in full and We are under no further obligation to make Advances. Our foregoing appointment as the attorney in fact for each of You, and all of Our rights and powers, coupled with an interest, are irrevocable until all Secured Obligations (other than inchoate indemnity obligations) have been fully repaid and performed and Our obligation to provide Advances terminates.
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Additional Documents and Assurances. Mortgagor, upon request of Mortgagee, shall execute in proper and customary form, adequate for their purposes, and file or deliver to Mortgagee for filing or for such other purposes as may be appropriate, any additional acts or instruments, and shall take any other action that may be required, in Mortgagee's opinion, to assure or confirm the rights granted Mortgagee hereunder, to fully perfect Mortgagee's security as between the parties or as to third persons as required by law and in the manner contemplated and intended to be created by this Mortgage, and to fully vest Mortgagee with the rights given by this Mortgage or to fulfill Mortgagor's obligations hereunder. The entire cost and expense of such actions shall be paid by Mortgagee.
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Additional Documents and Assurances. Each of You will from time to time execute, deliver and file, alone or with Us, any security agreements, or other documents to perfect or give first priority (subject to Permitted Liens that are specifically designated as being senior in priority) to Collateral Agent’s Lien on the Collateral. Each of You will from time to time obtain any instruments or documents as We may reasonably request, and take all further action that may be reasonably necessary or desirable, or that We may reasonably request, to carry out the provisions and purposes of this Agreement or any other Loan Document or to confirm, perfect, preserve and protect the Liens granted to Collateral Agent. In addition, each of You authorize Collateral Agent to file at any time financing statements, continuation statements, and amendments thereto and applications for registration that (i) either specifically describe the Collateral or describe the Collateral as all of Your assets or words of similar effect, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the UCC of such jurisdiction, and (ii) contain any other information required by the UCC or under the relevant jurisdiction for the sufficiency of filing office acceptance of any financing statement, continuation statement, or amendment or application for registration, including whether You are an organization, the type of organization and any organizational identification number (or equivalent information) issued to You, if applicable. Each of You hereby appoint Collateral Agent as its lawful attorney-in-fact to sign Your name on any documents necessary to perfect or continue the perfection of any Lien regardless of whether an Event of Default has occurred until all Secured Obligations have been Paid in Full. Collateral Agent’s foregoing appointment as the attorney in fact for each of You, and all of Collateral Agent’s rights and powers, coupled with an interest, are irrevocable until all Secured Obligations have been Paid in Full. Þ Protection of Collateral Agent’s Lien. Each of You will take or cause to be taken all actions necessary to protect and defend Your title to the Collateral and Collateral Agent’s Lien on the Collateral. Each of You shall at all times keep the Collateral, and the assets and properties of each of Your Subsidiaries, free and clear from any legal process or Liens whatsoever (except for Permitted Liens) and shall give Us prompt written notice of any legal proces...
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Additional Documents and Assurances. If deemed necessary by the Company or its counsel, the Exchangor shall execute and deliver, or cause to be executed and delivered, all such additional instruments and documents as are required to best effectuate the purposes and intent of this Agreement, including the termination of the Total Debt as of the Effective Date.
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Additional Documents and Assurances. You will from time to time execute, deliver and file, alone or with Us, any security agreements, or other documents to perfect or give first priority status (subject only to Permitted Liens and the Liens listed on Schedule I) to Our Lien on the Collateral. You will from time to time obtain any instruments or documents as may be necessary that We may reasonably request in writing to carry out the provisions and purposes of the Guaranty, this Agreement or any other Loan Document to which You are a party or to confirm, perfect, preserve and protect Our Liens granted to Us by You under the Loan Documents. In addition, You authorize Us to file financing statements, continuation statements, and amendments thereto that (i) specifically describe the Collateral or describe the Collateral as all of Your assets or words of similar effect so long as We also specifically identify the assets that are expressly excluded from Collateral pursuant to the terms of this Agreement, regardless of whether any particular asset comprised in the Collateral falls within the scope of Article 9 of the UCC of such jurisdiction, and (ii) contain any other information required by the UCC for the sufficiency of filing office acceptance of any financing statement, continuation statement, or amendment, including whether You are an organization, the type of organization and any organizational identification number issued to You, if applicable.
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Additional Documents and Assurances. If deemed necessary by the Company or its counsel, BSC shall execute and deliver, or cause to be executed and delivered, all such additional instruments and documents as are required to best effectuate the purposes and intent of this Agreement, including the cancellation of the Preferred Shares as of the Effective Date.
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Additional Documents and Assurances. The parties agree to execute such additional documents and to take such additional actions as are reasonably necessary to carry out the purposes hereof.
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Additional Documents and Assurances. If at any time after the Effective Time the Surviving Corporation shall consider or be advised that any deeds, bills of sale, assignments or assurances or any other acts or things are necessary, desirable or proper (a) to vest, perfect or confirm, of record or otherwise, in the Surviving Corporation, its right, title or interest in, to or under any of the rights, privileges, powers, franchises, properties or assets of RCCM, or (b) otherwise to carry out the purposes of this Agreement, the Surviving Corporation and its proper officers and directors or their designees shall be authorized to execute and deliver, in the name and on behalf of RCCM, all such deeds, bills of sale, assignments and assurances and do, in the name and on behalf of RCCM, all such other acts and things necessary, desirable or proper to vest, perfect or confirm its right, title or interest in, to or under any of the rights, privileges, powers, franchises, properties or assets of RCCM and otherwise to carry out the purposes of this Agreement.
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Additional Documents and Assurances. You will from time to time obtain any instruments or documents as We may reasonably request, and take all further action that may be reasonably necessary to give effect to the provisions and purpose of this Agreement or any other Lease Document. In addition, You authorize Us to file at any time precautionary financing statements, continuation statements, and amendments thereto that (i) either specifically describe the Equipment, and (ii) contain any other information required by the UCC for the sufficiency of filing office acceptance of any financing statement, continuation statement, or amendment, including whether, You are an organization, the type of organization and any organizational identification number issued to You, if applicable. You hereby appoint Us as Your lawful attorney-in-fact to sign Your name on any documents necessary to perfect or continue the perfection of any precautionary Lien regardless of whether an Event of Default has occurred. Our foregoing appointment as Your attorney in fact, and all of Our rights and powers, coupled with an interest, are irrevocable until all Obligations have been fully repaid and performed and Our obligation to lease additional Equipment terminates. ð Protection of Our Ownership. You will, at Your expense, protect and defend Our title to the Equipment against any Person attempting to claim ownership of the Equipment by asserting a claim against You or through You. You shall at all times keep the Equipment free and clear from any legal process or Liens whatsoever (except for Liens caused by Us) and shall give Us immediate written notice of any legal process affecting the Equipment. You will indemnify and hold Us and Our assignees harmless from and against any loss caused by Your failure to do so, except where such loss is caused by Us. ð Dispositions, Liens and Encumbrances. You will not transfer, sell, assign, grant a security interest in, hypothecate, permit or suffer to exist any Lien, or otherwise transfer any interest in or encumber any portion of the Equipment. ð Indebtedness. You will not incur any Indebtedness without the prior written consent of Us other than Indebtedness evidenced by this Agreement and Permitted Indebtedness. ð Financial Statements. You will provide monthly and yearly financial statements in accordance with Section 25 of this Agreement. ð Dividends and Distributions. You will not, without Our prior written consent, declare or pay any cash dividend or make a distribution on, or repur...
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Related to Additional Documents and Assurances

  • Additional Documents and Acts Each Member agrees to execute and deliver such additional documents and instruments and to perform such additional acts as may be necessary or appropriate to effectuate, carry out and perform all of the terms, provisions, and conditions of this Agreement and the transactions contemplated hereby.

  • Additional Documents and Further Assurances Each party hereto, at the request of the other party hereto, shall execute and deliver such other instruments and do and perform such other acts and things as may be necessary or desirable for effecting completely the consummation of this Agreement and the transactions contemplated hereby.

  • Further Acts and Assurances Each of the Parties after convincing itself agrees to execute and deliver all such further agreements, documents and instruments, and to do and perform all such further acts and things, as shall be necessary or convenient to carry out the provisions of this Agreement and to consummate the transactions contemplated hereby.

  • Further Actions and Assurances At any time and from time to time, each party agrees, at its or their expense, to take actions and to execute and deliver documents as may be reasonably necessary to effectuate the purposes of this Agreement.

  • Organizational Documents; Incumbency Administrative Agent shall have received (i) sufficient copies of each Organizational Document executed and delivered by each Credit Party, as applicable, and, to the extent applicable, certified as of a recent date by the appropriate governmental official, for each Lender, each dated the Closing Date or a recent date prior thereto; (ii) signature and incumbency certificates of the officers of such Person executing the Credit Documents to which it is a party; (iii) resolutions of the Board of Directors or similar governing body of each Credit Party approving and authorizing the execution, delivery and performance of this Agreement and the other Credit Documents to which it is a party or by which it or its assets may be bound as of the Closing Date, certified as of the Closing Date by its secretary or an assistant secretary as being in full force and effect without modification or amendment; (iv) a good standing certificate from the applicable Governmental Authority of each Credit Party’s jurisdiction of incorporation, organization or formation and in each jurisdiction in which it is qualified as a foreign corporation or other entity to do business, each dated a recent date prior to the Closing Date; and (v) such other documents as Administrative Agent may reasonably request.

  • Additional Documentation Execute and deliver, or cause to be executed and delivered, any and all other agreements, instruments or documents which Lender may reasonably request in order to give effect to the transactions contemplated under this Loan Agreement and the other Loan Documents.

  • Licenses and Assignments Except as otherwise permitted by the Secured Debt Agreements, each Assignor hereby agrees not to divest itself of any right under any Patent or Copyright absent prior written approval of the Collateral Agent.

  • Additional Documents On or prior to the Closing Date or the Additional Closing Date, as the case may be, the Company shall have furnished to the Representatives such further certificates and documents as the Representatives may reasonably request. All opinions, letters, certificates and evidence mentioned above or elsewhere in this Agreement shall be deemed to be in compliance with the provisions hereof only if they are in form and substance reasonably satisfactory to counsel for the Underwriters.

  • Further Assurances and Actions Each Party, upon the request of the other Party, without further consideration, will do, execute, acknowledge, and deliver or cause to be done, executed, acknowledged or delivered all such further acts, deeds, documents, assignments, transfers, conveyances, powers of attorney, instruments and assurances as may be reasonably necessary to effect complete consummation of the transactions contemplated by this Agreement, and to do all such other acts, as may be necessary or appropriate in order to carry out the purposes and intent of this Agreement. The Parties agree to execute and deliver such other documents, certificates, agreements and other writings and to take such other actions as may be reasonably necessary in order to consummate or implement expeditiously the transactions contemplated by this Agreement.

  • Further Assurances and Corrective Instruments Issuer and Company agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for carrying out the intention of or facilitating the performance of this Agreement.

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