Affirmative Covenants of the Authority Sample Clauses

Affirmative Covenants of the Authority. Section 5.1. Maintenance of Existence, Etc 30 Section 5.2. Access and Reporting 30 Section 5.3. Further Assurances 32 Section 5.4. Application of Proceeds 33 Section 5.5. Compliance with Legal Requirements 33 Section 5.6. Payment of Debt 33 Section 5.7. Authority Documents 33 Section 5.8. Rate Covenant 33 Section 5.9. Creation of Debt and Liens 34 Section 5.10. Maintenance of Insurance 34 Section 5.11. ERISA 35 Section 5.12. Compliance with Laws, Etc 35 Section 5.13. Taxes 35 Section 5.14. Maintenance of Rate Stabilization Fund 37 Section 5.15. Covenants of Subsidiary 37 Section 5.16. Sovereign Immunity 37 Section 5.17. Environmental Covenant 37 Section 5.18. Investment of Funds 38 Section 5.19. Ratings 38 Section 5.20. PILOT 38 Section 5.21. Credit Facilities 38 Section 5.22. Dealers 39 Section 5.23. Licenses and Permits 39 Section 5.24. Access to Commercial Paper Reporting System 39 Section 5.25. Maintenance of Ratings 39
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Affirmative Covenants of the Authority. So long as the Certificate remains outstanding, the Authority will, unless the Holder otherwise agrees: (a) Keep in full effect its existence as a joint exercise of powers authority organized and existing under the laws of the State of California. (b) At the written request and at the expense of the Holder, from time to time execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance, and other instruments, and will take such other action as may be necessary or advisable to: (i) grant more effectively a security interest in all or any portion of the Collateral, (ii) maintain or preserve the security interest granted by this Agreement or carry out more effectively the purposes hereof, (iii) perfect, publish notice of, or protect the validity of, the security interest granted by this Agreement, (iv) preserve and defend title to any Tax Receivable or other instrument included in the Collateral and the rights of the Holder in such Tax Receivable or other instrument against the claims of all persons and parties, (v) enforce the obligations of the Taxing Agencies and the remedies available to the Authority under the Purchase Agreements, or (vi) more effectively carry out the purposes of this Agreement. The Authority hereby designates the Holder its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required pursuant to this Section 3.02.
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Affirmative Covenants of the Authority. 55 Section 8.01. Affirmative Covenants of the Authority 55 ARTICLE IX NEGATIVE COVENANTS OF THE AUTHORITY 59 Section 9.01. Negative Covenants of the Authority 59 ARTICLE X DEFAULTS AND REMEDIES 62 Section 10.01. Events of Default 62 Section 10.02. Rights and Remedies upon Default 66 Section 10.03. No Waiver 67 Section 10.04. Discontinuance of Proceedings 67 ARTICLE XI MISCELLANEOUS 67 Section 11.01. Evidence of Debt 67 Section 11.02. Amendments and Waivers 67 Section 11.03. Addresses for Notices 67 Section 11.04. Survival of This Agreement 69 Section 11.05. Severability 69 Section 11.06. Governing Law; Waiver of Jury Trial; Jurisdiction and Venue 69 Section 11.07. Successors and Assigns 71 Section 11.08. No Setoff 73 Section 11.09. Headings 73 Section 11.10. Counterparts 73 Section 11.11. Patriot Act 74 Section 11.12. Arm’s Length Transaction 74 Section 11.13. No Advisory or Fiduciary Responsibility 74 EXHIBIT A-1 — Form of Tax-Exempt LIBOR Note EXHIBIT A-2 — Form of Taxable Note EXHIBIT B — Form of Request for Advance EXHIBIT C — Form of Request for Extension EXHIBIT D — Form of Notice of Termination EXHIBIT E — Form of Notice of Termination or Reduction EXHIBIT F — Form of Notice of Reduction EXHIBIT G — Form of Notice of Extension EXHIBIT H — Form of Request for Extension of Term Loan SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT THIS SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT, dated as of February 1, 2019 (this “Agreement”), is entered into by and between the LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY, a county transportation commission duly established and existing under the laws of the State of California (the “Authority”) and XXXXX FARGO BANK, NATIONAL ASSOCIATION and its successors and permitted assigns (the “Lender”).
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Affirmative Covenants of the Authority. So long as the Commitment is outstanding and until all Obligations shall have been paid in full, the Authority hereby covenants and agrees, that:
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Affirmative Covenants of the Authority. Until the later of the Termination Date and the date that all the Payment Obligations are paid in full, unless the Bank otherwise expressly consents in writing:
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Affirmative Covenants of the Authority. The Authority is a permanent and perpetual North Dakota political subdivision, as created by the Joint Powers Agreement dated June 11, 2016, and is a Non-Federal Sponsor of the Comprehensive Project as set forth in the Project Partnership Agreement with the United States Department of Army. Pursuant to the Joint Powers Agreement and the obligations set forth in the Project Partnership Agreement, in the event the Authority should ever dissolve all obligations to third parties will continue in full force and effect and the Comprehensive Project Property and Liabilities shall be transferred to the City of Fargo and the City of Xxxxxxxx as the other Non-Federal Sponsors. The Settlement Agreement will provide the above covenants and provide that it is consistent with this Section.
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Related to Affirmative Covenants of the Authority

  • Affirmative Covenants of the Company The Company hereby covenants and agrees as follows:

  • Affirmative Covenants of the Borrower So long as any Advance shall remain unpaid or the Liquidity Provider shall have any Maximum Commitment hereunder or the Borrower shall have any obligation to pay any amount to the Liquidity Provider hereunder, the Borrower will, unless the Liquidity Provider shall otherwise consent in writing:

  • AFFIRMATIVE COVENANTS OF THE BORROWERS Until such time as all amounts of principal and interest due to the Bank by a Borrower pursuant to any Loan made to such Borrower is irrevocably paid in full, and until the Bank is no longer obligated to make Loans to such Borrower, such Borrower (for itself and on behalf of its respective Funds) agrees: (a) To deliver to the Bank as soon as possible and in any event within ninety (90) days after the end of each fiscal year of such Borrower and the applicable Funds, Statements of Assets and Liabilities, Statements of Operations and Statements of Changes in Net Assets of each applicable Fund for such fiscal year, as set forth in each applicable Fund's Annual Report to shareholders together with a calculation of the maximum amount which each applicable Fund could borrow under its Borrowing Limit as of the end of such fiscal year; (b) To deliver to the Bank as soon as available and in any event within seventy-five (75) days after the end of each semiannual period of such Borrower and the applicable Funds, Statements of Assets and Liabilities, Statements of Operations and Statements of Changes in Net Assets of each applicable Fund as of the end of such semiannual period, as set forth in each applicable Fund's Semiannual Report to shareholders, together with a calculation of the maximum amount which each applicable Fund could borrow under its Borrowing Limit at the end of such semiannual period; (c) To deliver to the Bank prompt notice of the occurrence of any event or condition which constitutes, or is likely to result in, a change in such Borrower or any applicable Fund which could reasonably be expected to materially adversely affect the ability of any applicable Fund to promptly repay outstanding Loans made for its benefit or the ability of such Borrower to perform its obligations under this Agreement or the Note; (d) To do, or cause to be done, all things necessary to preserve and keep in full force and effect the corporate or trust existence of such Borrower and all permits, rights and privileges necessary for the conduct of its businesses and to comply in all material respects with all applicable laws, regulations and orders, including without limitation, all rules and regulations promulgated by the SEC; (e) To promptly notify the Bank of any litigation, threatened legal proceeding or investigation by a governmental authority which could materially affect the ability of such Borrower or the applicable Funds to promptly repay the outstanding Loans or otherwise perform their obligations hereunder; (f) In the event a Loan for the benefit of a particular Fund is not repaid in full within 10 days after the date it is borrowed, and until such Loan is repaid in full, to deliver to the Bank, within two business days after each Friday occurring after such 10th day, a statement setting forth the total assets of such Fund as of the close of business on each such Friday; and (g) Upon the request of the Bank, which may be made by the Bank from time to time in the event the Bank in good faith believes that there has been a material adverse change in the capital markets generally, to deliver to the Bank, within two business days after such request, a statement setting forth the total assets of each Fund for whose benefit a Loan is outstanding on the date of such request.

  • Affirmative Covenants of the Seller From the date hereof until the Collection Date:

  • Negative Covenants of the Company Except as otherwise required or expressly contemplated by this Agreement or consented to in writing by Buyer, the Company will not and will not permit any of its Subsidiaries to, from the date hereof until the Effective Time: (a) split, combine, or reclassify any shares of its capital stock or make any other changes in its equity capital structure; (b) purchase, redeem, or otherwise acquire, directly or indirectly, any shares of its capital stock or any options, rights, or warrants to purchase any such capital stock or any securities convertible into or exchangeable for any such capital stock; (c) declare, set aside, or pay any dividend or make any other distribution in respect of shares of its capital stock; (d) amend its charter, bylaws, or similar organizational documents; (e) issue any shares of its capital stock or any options, rights, or warrants to purchase any such capital stock or any securities convertible into or exchangeable for any such capital stock, except for issuances of shares of Company Common Stock upon the exercise of any options or of any Rights under the Rights Agreement, or designate any class or series of capital stock from its authorized but undesignated preferred stock; (f) purchase any capital assets or make any capital expenditures (except as set forth in the Company's current capital expenditures budget, a copy of which has been delivered to Buyer) in excess of $250,000 in the aggregate, purchase any business, purchase any stock of any corporation, or merge or consolidate with any person; (g) sell, lease, license, encumber or otherwise dispose of any assets or properties, other than in the ordinary course of business consistent with past practice, which sales, leases, licenses, encumbrances or other dispositions of assets other than inventory, in any event, are not material to the Company and its Subsidiaries, taken as a whole; (h) incur, assume, or guarantee any indebtedness for money borrowed other than (i) borrowings incurred for working capital purposes under the Company's existing revolving credit facility or (ii) intercompany indebtedness; (i) enter into any new Benefit Plan or program or severance or employment agreement, modify in any respect any existing Benefit Plan or program (except as required by law) or any existing employment or severance agreement, or, except as required under existing agreements or in the ordinary course of business consistent with past practice, grant any increases in compensation or benefits of any Company Employee, officer or director; (j) enter into any collective bargaining agreement or enter into any substantive negotiations with respect to any collective bargaining agreement, except as required by law; (k) change or modify in any material respect any existing accounting method, principle, or practice, other than as required by GAAP; (l) enter into any new Company Material Contract (other than in the ordinary course of business consistent with past practice), or modify in any respect adverse to the Company or any of its Subsidiaries any existing Company Material Contract; (m) fund or take any action to cause a rabbi trust to be funded; (n) agree to pay R. Xxxxx Xxxxxx a transaction bonus of more than $5,000; (o) except as expressly provided in the amendment thereto dated May 30, 2001, change, modify or commence a new phase pursuant to the Company Stock Purchase Plan; (p) (i) pay, discharge, settle or satisfy any material claims against the Company or its Subsidiaries (including claims of shareholders), liabilities or obligations (whether absolute, accrued, contingent or otherwise), other than (x) the payment, discharge, settlement or satisfaction of such claim, liability or obligation in the ordinary course of business consistent with past practice, (y) modifications, refinancings or renewals of existing indebtedness as permitted by the terms thereof as in effect on the date of this Agreement, or (z) the payment, discharge, settlement or satisfaction of claims, liabilities or obligations reflected or reserved against in the most recent audited financial statements (or the notes thereto) of the Company included in the Company SEC Reports (for amounts not in excess of such reserves) or incurred since the date of such financial statements in the ordinary course of business consistent with past practice, or (ii) waive, release, grant or transfer any right of material value, other than in the ordinary course of business consistent with past practice; (q) enter into any agreement with any of their respective affiliates (other than wholly owned Subsidiaries of the Company); (r) (i) relinquish, waive or release any material contractual or other right or claim of the Company or its Subsidiaries, or (ii) knowingly dispose of or permit to lapse any rights in any material Company Proprietary Rights or knowingly disclose to any person not an employee of, or consultant or adviser to, the Company or any of its Subsidiaries of the Company or otherwise knowingly dispose of any trade secret, process or knowhow not a matter of public knowledge prior to the date of this Agreement, except pursuant to judicial order or process or commercially reasonable disclosures in the ordinary course of business consistent with past practice or pursuant to any existing contract or agreement; (s) except pursuant to the fiduciary duties of the Board of Directors of the Company as set forth in Sections 7.01(a) and (b), or as expressly permitted pursuant to Sections 7.02 or 9.01, take any action or omit to take any action that would or is reasonably likely to (i) result in any of the conditions to the Merger set forth in Article VIII not being satisfied, or (ii) prevent, materially delay or materially impede the consummation of the Merger; or (t) enter into any commitment to do any of the foregoing.

  • AFFIRMATIVE COVENANTS OF BORROWER Borrower agrees that so long as it is indebted to Bank, under borrowings, or other indebtedness, or so long as Bank has any obligation to extend credit to Borrower it will, unless Bank shall otherwise consent in writing:

  • Affirmative Covenants of the Servicer From the Closing Date until the Collection Date:

  • Affirmative Covenants of the Seller Parties Until the date on which the Aggregate Unpaids have been indefeasibly paid in full and this Agreement terminates in accordance with its terms, each Seller Party hereby covenants, as to itself, as set forth below:

  • CERTAIN NEGATIVE COVENANTS OF THE BORROWER The Borrower covenants and agrees that, so long as any Loan, Unpaid Reimbursement Obligation, Letter of Credit or Note is outstanding or any Bank has any obligation to make any Loans or the Agent has any obligations to issue, extend or renew any Letters of Credit:

  • Negative Covenants of the Borrower So long as any Advance shall remain unpaid or the Liquidity Provider shall have any Maximum Commitment hereunder or the Borrower shall have any obligation to pay any amount to the Liquidity Provider hereunder, the Borrower will not appoint or permit or suffer to be appointed any successor Borrower without the prior written consent of the Liquidity Provider, which consent shall not be unreasonably withheld or delayed.

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