Covenants as to Security. The Corporation will: (a) ensure that the Security Interest will at all times constitute a valid and perfected security on the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest granted herein as perfected security over the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement; (b) at all times do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered, all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislation) as may be necessary or desirable to ensure that the Trustee (for itself and the Debentureholders) has a perfected Security Interest upon the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement; (c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand; and (d) if the Security Interest created herein shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest created herein and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 2 contracts
Samples: First Supplemental Convertible Debenture Indenture (Mogo Inc.), Convertible Debenture Indenture (Mogo Finance Technology Inc.)
Covenants as to Security. The Corporation will, and will cause Crailar US to:
(a) ensure that each of the Security Interest Documents will at all times constitute a valid and perfected first ranking security on the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Priority Encumbrances, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest Interests granted herein pursuant to the Security Documents as perfected first ranking security over the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Priority Encumbrances;
(b) at all times do, execute, acknowledge and deliver, deliver or cause to be done, executed, acknowledged and delivered, delivered all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislation) as may be necessary or desirable to ensure that the Trustee (for itself and the Debentureholders) has a first priority (subject only to Permitted Priority Encumbrances) and perfected Security Interest upon the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand; and
(d) if the Security Interest Interests created herein by the Security Documents shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest Interests created herein by the Security Documents and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 2 contracts
Samples: Convertible Debenture Indenture (Crailar Technologies Inc), Convertible Debenture Indenture (Crailar Technologies Inc)
Covenants as to Security. The Corporation will:
(a) ensure that the Security Interest Pledge Agreement will at all times constitute a valid and perfected first ranking security on the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement, Assets and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest granted herein pursuant to the Pledge Agreement as perfected first ranking security over the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(b) at all times do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered, all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislation) as may be necessary or desirable to ensure that the Trustee (for itself and the Debentureholders) has a first priority and perfected Security Interest upon the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand;
(d) deliver or cause to be delivered the Secured Assets to the Trustee, accompanied by a Stock Transfer Power of Attorney executed in blank by the Corporation, being the registered holder, and allow the Trustee to take possession thereof, as required under the Pledge Agreement; and
(de) if the Security Interest created herein by the Pledge Agreement shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest created herein by the Pledge Agreement and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 2 contracts
Samples: Convertible Debenture Indenture, Convertible Debenture Indenture
Covenants as to Security. (1) The Corporation Company or the Parent, as applicable, will:
(a) ensure that each of the Security Interest Documents will at all times constitute a valid and perfected first ranking security on the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Liens, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest Interests granted herein pursuant to the Security Documents as perfected first ranking security over the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Liens;
(b) at all times do, execute, acknowledge and deliver, deliver or cause to be done, executed, acknowledged and delivered, delivered all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislationlaw) as may be necessary or desirable to ensure that the Trustee (for itself and the Debentureholders) has a first priority (subject only to Permitted Liens) and perfected Security Interest upon the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;; and
(c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand; and
(d) if the Security Interest Interests created herein by the Security Documents shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest Interests created herein by the Security Documents and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 1 contract
Samples: Indenture
Covenants as to Security. The Corporation willhereby covenants with the Trustee that:
(a) ensure that the Security Interest it will at all times constitute a valid and perfected security on the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest granted herein as perfected security over the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(b) at all times do, execute, acknowledge and deliver, deliver or cause to be done, executed, acknowledged and delivered, delivered all such further acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislationApplicable Laws) as may be necessary or desirable to ensure that the Trustee may require (for itself and or in the Debentureholders) has a perfected Security Interest upon the Secured Assets, subordinate only opinion of Counsel to the Senior Security pursuant Trustee is advisable) for the better assuring, mortgaging, charging, transferring, assigning, granting, delivering and confirming unto the Trustee the Mortgaged Property, or property which the Corporation may now be or hereafter become bound to mortgage, charge, transfer, assign, grant or deliver in favour of the Subordination Agreement;
(c) cause all necessary Trustee and proper steps to be taken diligently to protect for the better accomplishing and defend the Secured Assets and the proceeds thereof against any adverse claims or demandseffectuating of this Indenture including, including without limitation, the employment execution and delivery of indentures supplemental hereto more particularly describing the property and assets from time to time comprising the Mortgaged Property or use of counsel for to correct or amplify the prosecution or defence of litigation and the contest, settlement, release or discharge description of any property or interests contained therein at any time or better to assure, convey and confirm unto the Trustee any property or interest, additional or otherwise herein subjected to or required herein to be subjected to the Security Interest hereby constituted. Upon the execution of any supplemental indenture under this Section 5.7, this Indenture shall be modified in accordance therewith, and each such claim or demandsupplemental indenture shall form part of this Indenture for all purposes; and
(db) if the Security Interest hereby created herein shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall will from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest created herein Mortgaged Property and for exercising all the powers, authorities and discretions hereby conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured AssetsMortgaged Property, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets Mortgaged Property so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 1 contract
Samples: Convertible Debenture Indenture
Covenants as to Security. The Corporation will, and will cause Crailar US to:
(a) ensure that each of the Security Interest Documents will at all times constitute a valid and perfected security on the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Priority Encumbrances, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest Interests granted herein pursuant to the Security Documents as perfected security over the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Priority Encumbrances;
(b) at all times do, execute, acknowledge and deliver, deliver or cause to be done, executed, acknowledged and delivered, delivered all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislation) as may be necessary or desirable to ensure that the Trustee (for itself and the Debentureholders) has a perfected Security Interest upon the Secured Assets, subordinate Assets (subject only to the Senior Security pursuant to the Subordination AgreementPermitted Priority Encumbrances);
(c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand; and
(d) if the Security Interest Interests created herein by the Security Documents shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest Interests created herein by the Security Documents and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Crailar Technologies Inc)
Covenants as to Security. The Corporation will:
(a) ensure that the Security Interest will at all times constitute a valid and perfected security on the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest granted herein as perfected security over the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(b) at all times do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered, all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislation) as may be necessary or desirable to ensure that the Trustee (for itself and the DebentureholdersNoteholders) has a perfected Security Interest upon the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand; and
(d) if the Security Interest created herein shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest created herein and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 1 contract
Samples: Secured Note Indenture (Joway Health Industries Group Inc)
Covenants as to Security. The Corporation will:
(a) ensure that the Security Interest will at all times constitute a valid and perfected security on the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest granted herein as perfected security over the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(b) at all times do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered, all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislation) as may be necessary or desirable to ensure that the Trustee (for itself and the Debentureholders) has a perfected Security Interest upon the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand; and
(d) if the Security Interest created herein shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest created herein and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 1 contract
Samples: Debenture Indenture
Covenants as to Security. The Corporation will, and will cause NAT US to:
(a) ensure that each of the Security Interest Documents will at all times constitute a valid and perfected first ranking security on the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Priority Encumbrances, and at all times take all actions necessary or desirable to create, perfect and maintain the Security Interest Interests granted herein pursuant to the Security Documents as perfected first ranking security over the Secured Assets, subordinate subject only to the Senior Security pursuant to the Subordination AgreementPermitted Priority Encumbrances;
(b) at all times do, execute, acknowledge and deliver, deliver or cause to be done, executed, acknowledged and delivered, delivered all such acts, deeds, mortgages, hypothecs, transfers, assignments and assurances in law (including consents, approvals or waivers from third parties under applicable documents or applicable legislation) as may be necessary or desirable to ensure that the Trustee (for itself and the Debentureholders) has a first priority (subject only to Permitted Priority Encumbrances) and perfected Security Interest upon the Secured Assets, subordinate only to the Senior Security pursuant to the Subordination Agreement;
(c) cause all necessary and proper steps to be taken diligently to protect and defend the Secured Assets and the proceeds thereof against any adverse claims or demands, including without limitation, the employment or use of counsel for the prosecution or defence of litigation and the contest, settlement, release or discharge of any such claim or demand; and
(d) if the Security Interest Interests created herein by the Security Documents shall have become enforceable and the Trustee shall have become bound to enforce or has commenced enforcing the same, it shall from time to time execute and do all such assurances and things as the Trustee may reasonably require for facilitating the realization of the Security Interest Interests created herein by the Security Documents and for exercising all the powers, authorities and discretions conferred upon the Trustee under this Indenture and for confirming to any purchaser of the Secured Assets, whether sold by the Trustee hereunder or by judicial proceedings, the title to the Secured Assets so sold, and will give all notices and directions as the Trustee may consider expedient.
Appears in 1 contract
Samples: Convertible Debenture Indenture (Crailar Technologies Inc)