Certain Covenants and Acknowledgements. (a) During the Covered Revenues Term, Parent shall operate its business and its Subsidiaries’ businesses in good faith and shall not take any action, and shall cause its Subsidiaries not to take any action, for the primary purpose of avoiding or reducing the amount of Covered Revenues Payments payable to the Holders.
Certain Covenants and Acknowledgements. Except as might be required in accordance with the Senior Indebtedness Documents, Optelecom agrees that it will not (i) sell, convey, assign, or otherwise transfer its interests in ONH to any third party, (ii) consent to the sale, conveyance, assignment, or other transfer by ONH to a third party of any of ONH’s interest in Optelecom-NKF, B.V., (iii) take any action which would result in a reduction of the value, or might jeopardize the existence or enforceability, of the ONH Capital Stock, (iv) issue any new shares in ONH or permit ONH to issue any new shares in Optelecom-NKF, B.V., (v) purchase or retire or reduce the nominal value of the shares of ONH or permit ONH to purchase or retire or reduce the nominal value of the shares of Optelecom-NKF, B.V., or (vi) grant any rights in relation to the shares of ONH or permit ONH to grant any rights in relation to the shares of Optelecom-NKF, B.V., in each case without the prior written consent of the Holder. Holder acknowledges and agrees that Bank shall be entitled to exercise any rights or remedies available to it following the occurrence of a Senior Indebtedness Default, including, without limitation, the right under the Bank Stock Pledge to conduct an ONH Stock Sale to a Purchaser, and that upon any such ONH Stock Sale, the provisions of this Section 8.4 shall automatically be of no further force and effect.”
Certain Covenants and Acknowledgements
