Additional Ownership Covenants Sample Clauses

Additional Ownership Covenants. Until the Debt and the Obligations have been fully paid and performed (a) the Borrower shall be the sole and exclusive member of each of the SHP Subsidiaries, (b) Guarantor shall be the sole and exclusive Company Manager of Borrower, in accordance with Borrower’s Organizational Documents and (c) Guarantor shall have the requisite power and authority to direct the management and affairs of Borrower, Borrower shall have the requisite power and authority to solely control and direct the management and affairs of each of the SHP Subsidiaries, except as otherwise set forth in the SHP Subsidiaries’ Organizational Documents.
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Additional Ownership Covenants. Until the Obligations have been paid in full and fully performed, there shall be no changes in the ownership, control or management of Borrower without the prior written consent of Lender unless the same constitutes and satisfies all of the requirements of a Permitted Transfer.

Related to Additional Ownership Covenants

  • Ship Covenants The undertakings in this Clause 21 remain in force throughout the Security Period.

  • Parent Covenants The Parent will:

  • Joint Covenants Buyer and Seller hereby covenant and agree that between the date hereof and Closing:

  • Operating Covenants The Issuer covenants with the Indenture Trustee as follows, provided that any of the following covenants with respect to the Portfolio Railcars shall not be deemed to have been breached by virtue of any act or omission of a Lessee or sub-lessee, or of any Person which has possession of a Portfolio Railcar for the purpose of repairs, maintenance, modification or storage, or by virtue of any requisition, seizure, or confiscation of a Portfolio Railcar (other than seizure or confiscation arising from a breach by the Issuer of such covenant) (each, a “Third Party Event”), so long as (i) none of the Issuer, the Servicer or the Administrator has consented to such Third Party Event; and (ii) the Issuer (or the Servicer on its behalf) as the Lessor of such Portfolio Railcar promptly and diligently takes such commercially reasonable actions as a leading railcar operating lessor would reasonably take in respect of such Third Party Event, including, as deemed appropriate (taking into account, among other things, the laws of the jurisdiction in which such Portfolio Railcar is located or operated), seeking to compel such Lessee or other relevant Person to remedy such Third Party Event or seeking to repossess the relevant Portfolio Railcar:

  • Interim Covenants During the period from the date of this Agreement and continuing until the Closing, the Seller and the Stockholders each agree (except as expressly contemplated by this Agreement or to the extent that Buyer shall otherwise consents in writing) that:

  • Additional Negative Covenants Not to, without the Bank's written consent:

  • Continuing Covenants Each Party agrees (i) not to take any action reasonably expected to result in a new or changed Tax Item that is detrimental to any other Party and (ii) to take any action reasonably requested by any other Party that would reasonably be expected to result in a new or changed Tax Item that produces a benefit or avoids a detriment to such other Party; provided that such action does not result in any additional cost not fully compensated for by the requesting Party. The Parties hereby acknowledge that the preceding sentence is not intended to limit, and therefore shall not apply to, the rights of the Parties with respect to matters otherwise covered by this Agreement.

  • Independent Covenants This Lease shall be construed as though the covenants herein between Landlord and Tenant are independent and not dependent and Tenant hereby expressly waives the benefit of any statute to the contrary and agrees that if Landlord fails to perform its obligations set forth herein, Tenant shall not be entitled to make any repairs or perform any acts hereunder at Landlord’s expense or to any setoff of the Rent or other amounts owing hereunder against Landlord.

  • Interim Operating Covenants Seller covenants to Purchaser that Seller will:

  • Additional Agreements and Covenants The parties further agree and covenant as follows:

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