Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding or prior to the termination of all Commitments, the Pledgor will, unless the Collateral Agent shall otherwise consent in writing:
(a) keep adequate records concerning the Pledged Collateral and permit the Collateral Agent or any agents, designees or representatives thereof at any time or from time to time to examine and make copies of and abstracts from such records consistent with the terms of the Financing Agreement;
(b) at the Pledgor’s expense, promptly deliver to the Collateral Agent a copy of each notice or other communication received by it in respect of the Pledged Collateral;
(c) at the Pledgor’s expense, defend the Collateral Agent’s right, title and security interest in and to the Pledged Collateral against the claims of any Person;
(d) at the Pledgor’s expense, at any time and from time to time, promptly execute and deliver all further instruments and documents and take all further action that may be necessary or desirable or that the Collateral Agent may reasonably request in order to (i) perfect and protect, or maintain the perfection of, the security interest and Lien created hereby, (ii) enable the Collateral Agent to exercise and enforce its rights and remedies hereunder in respect of the Pledged Collateral or (iii) otherwise effect the purposes of this Agreement, including, without limitation, delivering to the Collateral Agent irrevocable proxies in respect of the Pledged Collateral;
(e) not sell, assign (by operation of law or otherwise), exchange or otherwise dispose of any Pledged Collateral or any interest therein except as expressly permitted by Section 7.02(c) of the Financing Agreement;
(f) not create or suffer to exist any Lien upon or with respect to any Pledged Collateral except for the Lien created hereby;
(g) not make or consent to any amendment or other modification or waiver with respect to any Pledged Collateral or enter into any agreement or permit to exist any restriction with respect to any Pledged Collateral other than pursuant to the Loan Documents;
(h) not vote in favor of the issuance of (i) any additional shares of any class of Equity Interests of each Pledged Issuer, (ii) any securities convertible voluntarily by the holder thereof or automatically upon the occurrence or non occurrence of any event or condition into, or exchangeable for, any such shares of Equity Interests or (iii) any warrants, options, contracts or other commitments entitling any Person ...
Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding, the Pledgor will, unless the Agent shall otherwise consent in writing:
(a) permit the Agent, its agents or representatives, at any reasonable time and from time to time to examine and make copies of and abstracts from Pledgor's records concerning the Pledged Collateral;
Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding, the Pledgor will, unless the Secured Creditors shall otherwise consent in writing:
(a) keep adequate records concerning the Pledged Collateral and permit the Secured Creditor or any agents or representatives thereof at any reasonable time and from time to time to examine and make copies of and abstracts from such records;
(b) at any time and from time to time, promptly execute and deliver all further instruments and documents and take all further action that may be necessary or desirable or that the Secured Creditors may request in order to (i) perfect and protect the security interest created hereby; (ii) enable the Secured Creditors to exercise and enforce his rights and remedies hereunder in respect of the Pledged Collateral; or (iii) otherwise effect the purposes of this Agreement; and
(c) not create or suffer to exist any lien, security interest or other charge or encumbrance upon or with respect to any Pledged Collateral except for the security interest created hereby.
Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding, any Letter of Credit shall remain outstanding or any Lender shall have any Commitment under the Credit Agreement, unless the Agent shall otherwise consent in writing:
Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding, the Pledgor will not create or suffer to exist any lien, security interest or other charge or encumbrance upon or with respect to any Pledged Collateral except for the security interest created hereby.
Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding, the Pledgor will, unless the Secured Creditor shall otherwise consent in writing, which consent shall not be unreasonably withheld:
(a) keep adequate records concerning the Pledged Collateral and permit the Secured Creditor or any agents or representatives thereof at any reasonable time and from time to time to examine and make copies of and abstracts from such records;
(b) at any time and from time to time, promptly execute and deliver all further instruments and documents and take all further action that may be necessary or desirable or that the Secured Creditor may request in order to (i) perfect and protect the security interest created hereby; (ii) enable the Secured Creditor to exercise and enforce its rights and remedies hereunder in respect of the Pledged Collateral; or (iii) otherwise effect the purposes of this Agreement; and (iv) Secured Creditor is authorized to file financing statements relating to the Pledged Collateral without Pledgor's signature; and
(c) not create or suffer to exist any additional lien, security interest or other charge or encumbrance upon or with respect to any Pledged Collateral except for the security interest created hereby, the previously existing liens on the Pledged Collateral and the contemplated $625,000 Commonwealth of Pennsylvania DCED financing.
Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding or the Bank shall have any Commitment under either Credit Agreement, unless the Collateral Agent shall otherwise consent in writing:
Covenants as to the Pledged Collateral. So long as any of the Obligations shall remain outstanding, the Pledgor will, as to any of the Stock not returned to the Pledgor, unless AXIS shall otherwise consent in writing:
(a) not sell, assign, exchange or otherwise dispose of any of the Pledged Collateral or any interest therein;
(b) not create or suffer to exist any lien, security interest or other charge or encumbrance upon or with respect to any of the Pledged Collateral except for the security interest created hereby;
(c) not make or consent to any amendment or other modification or waiver with respect to any of the Pledged Collateral or enter into any agreement or permit to exist any restriction with respect to any of the Pledged Collateral;
(d) not vote any shares of Stock which the Pledgor may at any time own in the Company in favor of any recapitalization plan or proposal which would or might materially affect the value of the stock;
(e) not take or fail to take any action which would in any manner impair the value or enforceability of AXIS’s security interest in the Pledged Collateral.
Covenants as to the Pledged Collateral. So long as any of the Pledgor Obligations shall remain outstanding, the Pledgor shall, unless the Lenders shall otherwise consent in writing, do the following:
Covenants as to the Pledged Collateral. So long as any of the Secured Obligations shall remain outstanding, Pledgor shall not, unless Secured Party shall otherwise consent in writing, sell, assign, exchange or otherwise dispose of any of the Pledged Collateral or any interest therein or create or suffer to exist any lien, security interest or other charge or encumbrance upon or with respect to any of the Pledged Collateral, except for the pledge hereunder and the security interest created hereby; PROVIDED, HOWEVER, that Pledgor shall be entitled to transfer the Pledged Interest so long as (a) such transfer is permitted by the terms of the Operating Agreement, (b) such transfer is subject to the lien of and the other terms and conditions of this Pledge Agreement, (c) any such assignee becomes a party to this Pledge Agreement and agrees to be bound by the terms hereof and thereof, (d) Secured Party is given possession of any new certificate representing such membership interest and executed transfer power evidencing the transfer of such Pledged Interest to such assignee, and (e) any such assignee shall take such further actions and execute such further documents as shall be necessary to perfect or evidence a security interest of Secured Party in the Pledged Collateral.
