Common use of Additional or More Restrictive Covenants Clause in Contracts

Additional or More Restrictive Covenants. Neither Sponsor nor Seller, has, nor shall make, modify, amend or supplement any covenant to any other Person (i) that is more restrictive on Sponsor or Seller than those set forth in this Section 16, and/or (ii) that relate to the Sponsor’s or Seller’s assets, liabilities, income, net worth, liquidity, profitability and/or with respect to ratios relating to any of the foregoing and/or the occurrence of a material adverse effect; unless Sponsor has notified the Buyer thereof and has executed an amendment to this Agreement in a form acceptable to Buyer whereby Sponsor and Seller have made the same (or substantially the same) covenant(s) (each, a “Restrictive Covenant”) to the Buyer, which Restrictive Covenant(s) shall be in addition to (and not in lieu of) Sponsor’s and the Seller’s covenants and obligations under this Agreement. With respect to such amendment, Sponsor and Seller shall, in the event that Buyer so requests, also have delivered to the Buyer an opinion of counsel to Sponsor and the Seller acceptable to the Buyer in its sole discretion. Such amendment shall provide that: (x) Sponsor and Seller shall promptly notify the Buyer (together with evidence reasonably satisfactory to the Buyer) if compliance with any of the Restrictive Covenants is waived by the beneficiary thereof, and, in such event, for so long as such waiver is in effect, a breach of such Restrictive Covenant shall not constitute a default under this Agreement (provided that none of the other covenants in this Section 16 are breached), and (y) prior to Sponsor or Seller entering into any modification, supplement or amendment of a Restrictive Covenant made in favor of any Person, Sponsor and Seller shall have executed a further amendment to this Agreement in a form acceptable to the Buyer whereby the applicable Restrictive Covenant shall be modified, supplemented or amended. With respect to such amendment, Sponsor and Seller shall, in the event that Buyer so requests, also have delivered to the Buyer an opinion of counsel to Sponsor and Seller acceptable to the Buyer in its sole discretion.”

Additional or More Restrictive Covenants. Neither Sponsor nor SellerThe Guarantor, hashas not, nor and shall not make, modify, amend or supplement any covenant to any other Person (i) that is more restrictive on Sponsor or Seller the Guarantor than those set forth in Section 5 and this Section 1613, and/or (ii) that relate to the Sponsor’s or SellerGuarantor’s assets, liabilities, income, net worth, liquidity, profitability and/or with respect to ratios relating to any of the foregoing and/or the occurrence of a material adverse effect; unless Sponsor the Guarantor has notified the Buyer Agent thereof and has executed an amendment to this Agreement Guaranty in a form acceptable to Buyer Agent whereby Sponsor and Seller have the Guarantor has made the same (or substantially the same) covenant(s) (each, a “Restrictive Covenant”) to the BuyerBuyer Agent, which Restrictive Covenant(s) shall be in addition to (and not in lieu of) Sponsor’s and the SellerGuarantor’s covenants and obligations under this AgreementGuaranty. With respect to such amendment, Sponsor and Seller shallthe Guarantor shall also, in upon the event that request of the Buyer so requestsAgent, also have delivered to the Buyer Agent an opinion of counsel to Sponsor and the Seller Guarantor acceptable to the Buyer Agent in its sole discretion. Such amendment shall provide that: (x) Sponsor and Seller the Guarantor shall promptly notify the Buyer Agent (together with evidence reasonably satisfactory to the BuyerBuyer Agent) if compliance with any of the Restrictive Covenants is waived by the beneficiary thereof, and, in such event, for so long as such waiver is in effect, a breach of such Restrictive Covenant shall not constitute a default under this Agreement Guaranty (provided that none of the other covenants in this Section 16 12 are breached), and (y) prior to Sponsor or Seller the Guarantor entering into any modification, supplement or amendment of a Restrictive Covenant made in favor of any Person, Sponsor and Seller the Guarantor shall have executed a further amendment to this Agreement Guaranty in a form acceptable to the Buyer Agent whereby the applicable Restrictive Covenant shall be modified, supplemented or amended. With respect to such amendment, Sponsor and Seller shallthe Guarantor shall also, in upon the event that request of the Buyer so requestsAgent, also have delivered to the Buyer Agent an opinion of counsel to Sponsor and Seller the Guarantor acceptable to the Buyer Agent in its sole discretion.”

Additional or More Restrictive Covenants. Neither Sponsor nor Seller(i) Guarantor, hashas not, nor and shall not make, modify, amend or supplement any covenant to any other Person (iA) that is more restrictive on Sponsor or Seller than Guarantor as those set forth in this Section 16, Guaranty; and/or (iiB) that relate to the Sponsor’s or SellerGuarantor’s assets, liabilities, income, net worth, liquidity, profitability and/or with respect to ratios relating to any of the foregoing and/or the occurrence of a material adverse effect; unless Sponsor Guarantor has notified the Buyer Finance Parties thereof and has executed an amendment to this Agreement Guaranty in a form acceptable to Buyer the Finance Parties whereby Sponsor and Seller have Guarantor has made the same (or substantially the same) covenant(s) (each, a “Restrictive Covenant”) to the BuyerFinance Parties, which Restrictive Covenant(s) shall be in addition to (and not in lieu of) Sponsor’s and the SellerGuarantor’s covenants and obligations under this AgreementGuaranty. With In connection therewith, the Finance Parties may, in their sole discretion, request that Guarantor deliver an opinion of counsel with respect to such amendment, Sponsor and Seller shall, in the event that Buyer so requests, also have delivered to the Buyer an which opinion of counsel to Sponsor and the Seller shall be acceptable to the Buyer Finance Parties in its their sole discretion. Such amendment shall provide that: (x1) Sponsor and Seller Guarantor shall promptly notify the Buyer Finance Parties (together with evidence reasonably satisfactory to the BuyerFinance Parties) if compliance with any of the Restrictive Covenants is waived by the beneficiary thereof, and, in such event, for so long as such waiver is in effect, a breach of such Restrictive Covenant shall not constitute a default under this Agreement Guaranty (provided that none of the other covenants in this Section 16 Guaranty are breached), and (y2) prior to Sponsor or Seller Guarantor entering into any modification, supplement or amendment of a Restrictive Covenant made in favor of any Person, Sponsor and Seller Guarantor shall have executed a further amendment to this Agreement Guaranty in a form acceptable to the Buyer Finance Parties whereby the applicable Restrictive Covenant shall be modified, supplemented or amended. With In connection therewith, the Finance Parties may, in their sole discretion, request that Guarantor deliver an opinion of counsel with respect to such amendment, Sponsor and Seller shall, in the event that Buyer so requests, also have delivered to the Buyer an which opinion of counsel to Sponsor and Seller shall be acceptable to the Buyer Finance Parties in its their sole discretion.”

Additional or More Restrictive Covenants. Neither Sponsor nor SellerThe Guarantor, hashas not, nor and shall not make, modify, amend or supplement any covenant to any other Person (i) that is more restrictive on Sponsor or Seller the Guarantor than those set forth in this Section 1612, and/or (ii) that relate to the Sponsor’s or SellerGuarantor’s assets, liabilities, income, net worth, liquidity, profitability and/or with respect to ratios relating to any of the foregoing and/or the occurrence of a material adverse effect; unless Sponsor the Guarantor has notified the Buyer Lender thereof and has executed an amendment to this Agreement Guaranty in a form acceptable to Buyer Lender whereby Sponsor and Seller have the Guarantor has made the same (or substantially the same) covenant(s) (each, a “Restrictive Covenant”) to the BuyerLender, which Restrictive Covenant(s) shall be in addition to (and not in lieu of) Sponsor’s and the SellerGuarantor’s covenants and obligations under this AgreementGuaranty. With respect to such amendment, Sponsor and Seller shallthe Guarantor shall also, in upon the event that Buyer so requestsrequest of the Lender, also have delivered to the Buyer Lender an opinion of counsel to Sponsor and the Seller Guarantor acceptable to the Buyer Lender in its sole discretion. Such amendment shall provide that: (x) Sponsor and Seller the Guarantor shall promptly notify the Buyer Lender (together with evidence reasonably satisfactory to the BuyerLender) if compliance with any of the Restrictive Covenants is waived by the beneficiary thereof, and, in such event, for so long as such waiver is in effect, a breach of such Restrictive Covenant shall not constitute a default under this Agreement Guaranty (provided that none of the other covenants in this Section 16 12 are breached), and (y) prior to Sponsor or Seller the Guarantor entering into any modification, supplement or amendment of a Restrictive Covenant made in favor of any Person, Sponsor and Seller the Guarantor shall have executed a further amendment to this Agreement Guaranty in a form acceptable to the Buyer Lender whereby the applicable Restrictive Covenant shall be modified, supplemented or amended. With respect to such amendment, Sponsor and Seller shallthe Guarantor shall also, in upon the event that Buyer so requestsrequest of the Lender, also have delivered to the Buyer Lender an opinion of counsel to Sponsor and Seller the Guarantor acceptable to the Buyer Lender in its sole discretion.”;