ASSIGNOR’s Covenants Pending Closing Sample Clauses

ASSIGNOR’s Covenants Pending Closing. From and after the date of execution of this Agreement and until the Closing, subject to Section 10.1.1 and the constraints of applicable operating agreements, ASSIGNOR (a) shall operate, manage and administer the Property as a reasonably prudent operator, in a good and workmanlike manner consistent with its past practices, and shall carry on its business with respect to the Property in substantially the same manner as before execution of this Agreement as if the Property was not being sold to ASSIGNEE; (b) shall not sell, transfer, hypothecate, abandon, otherwise dispose of, or encumber the Property with a lien or mortgage (other than Permitted Encumbrances), and shall not solicit, entertain or encourage offers from third parties regarding the same (other than (i) as required in connection with the exercise by third parties of Preferential Rights as provided herein, (ii) the sale of Hydrocarbons in the ordinary course of business or
Sample 1
AutoNDA by SimpleDocs
ASSIGNOR’s Covenants Pending Closing. From and after the date of execution of this Agreement and until the Closing, subject to Section 10.1.1 and the constraints of applicable operating agreements, ASSIGNOR (a) shall operate, manage and administer the Property as a reasonably prudent operator, in a good and workmanlike manner consistent with its past practices, and shall carry on its business with respect to the Property in substantially the same manner as before execution of this Agreement as if the Property was not being sold to ASSIGNEE; (b) shall not sell, transfer, hypothecate, abandon, otherwise dispose of, or encumber the Property with a lien or mortgage (other than Permitted Encumbrances), and shall not solicit, entertain or encourage offers from third parties regarding the same (other than (i) as required in connection with the exercise by third parties of Preferential Rights as provided herein, (ii) the sale of Hydrocarbons in the ordinary course of business or (iii) as permitted by the applicable Property Records); (c) shall exercise reasonable diligence in safeguard and maintaining secure and confidential all geological and geophysical maps, confidential reports and data in its possession relating to the Property, including the Property Records; (d) shall not terminate or amend in any material respect the terms of any applicable Property Records, unless such a Property Record terminates pursuant to its stated terms; (e) shall not settle any suit or litigation or waive any material claims or rights of material value, in each case, attributable to the Property and affecting the period after the Effective Date, and shall provide ASSIGNEE with updates of material developments in any material litigation matter relating to the Property (except to the extent any such update could result in the disclosure of information protected by the attorney-client privilege); (f) shall not voluntarily relinquish its position as operator with respect to any of the Property that ASSIGNOR operates as of the date of this Agreement; (g) shall not extend any statute of limitations applicable to any Property Taxes or agree to any extension of time with respect to any Property Tax assessment or Property Tax deficiency, in each case with respect to any Property Taxes attributable to any period after the Effective Date; and (h) shall not commit to do any of the matters described in provisions (b) and (d) through (g) above. From and after the date of execution of this Agreement and until the Closing, subject to ...
Sample 1

Related to ASSIGNOR’s Covenants Pending Closing

  • Seller’s Covenants Seller hereby covenants as follows:

  • Purchaser’s Covenants The Purchaser will have performed and complied with all covenants, agreements and conditions as required by this Agreement.

  • Covenants Pending Closing Pending the Closings, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the prior written consent of the Majority Holders, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Company will promptly advise the Investors of any action or event of which it becomes aware which has the effect of making incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

  • Buyer’s Covenants Buyer hereby covenants as follows:

  • Vendor’s Covenants The Vendor will have performed and complied with all agreements, covenants and conditions as required by this Agreement.

  • Borrower’s Covenants 3.1 As and when he becomes, and for so long as he remains a shareholder of Borrower Company, Borrower covenants irrevocably that during the term of this Agreement, Borrower shall cause Borrower Company:

  • Pledgor’s Covenants The Pledgor represents, covenants and warrants that unless compliance is waived by the Bank in writing:

  • Lessor's Covenants The Lessor hereby covenants with the Lessee as follows:

  • Debtor’s Covenants Until the Obligations are paid in full, Debtor agrees that it will:

  • Grantor's Covenants The Grantor covenants that it shall:

Time is Money Join Law Insider Premium to draft better contracts faster.