COVENANTS BY BORROWER Sample Clauses

The "Covenants by Borrower" clause sets out specific promises and obligations that the borrower must fulfill during the term of a loan or credit agreement. These covenants may include requirements such as maintaining certain financial ratios, providing regular financial statements, or refraining from taking on additional debt without the lender's consent. By clearly outlining these ongoing duties, the clause helps protect the lender's interests and ensures the borrower maintains financial stability, thereby reducing the lender's risk.
COVENANTS BY BORROWER. Until all the obligations of Borrower under this Agreement have been performed and paid in full, Borrower covenants and agrees as follows:
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COVENANTS BY BORROWER. 12.1. After written notice by ▇▇▇▇▇▇ to Borrower, and automatically, without notice, after an Event of Default, Borrower shall not, without the prior written consent of Lender in each instance, (a) grant any extension of time for payment of any of its Accounts, (b) compromise or settle any of its Accounts for less than the full amount thereof, (c) release in whole or in part any Payor, or (d) grant any credits, discounts, allowances, deductions, return authorizations or the like with respect to any of the Accounts. 12.2. From time to time as requested by ▇▇▇▇▇▇, at the sole expense of Borrower, Lender or its designee shall have access, during reasonable business hours if prior to an Event of Default and at any time if on or after an Event of Default, to all premises where Collateral is located for the purposes of inspecting (and removing, if after the occurrence of an Event of Default) any of the Collateral, including Borrower's books and records, and Borrower shall permit Lender or its designee to make copies of such books and records or extracts therefrom as Lender may request. Without expense to Lender, Lender may use any of Borrower's personnel, equipment, including computer equipment, programs, printed output and computer readable media, supplies and premises for the collection of accounts and realization on other Collateral as Lender, in its sole discretion, deems appropriate. Borrower hereby irrevocably authorizes all accountants and third parties to disclose and deliver to Lender at ▇▇▇▇▇▇▇▇'s expense all financial information, books and records, work papers, management reports and other information in their possession relating to ▇▇▇▇▇▇▇▇. 12.3. Before sending any Invoice to an Account Debtor, Borrower shall mark same with a notice of assignment as may be required by ▇▇▇▇▇▇. 12.4. Borrower shall pay when due all payroll and other taxes, and shall provide proof thereof to Lender in such form as Lender shall reasonably require. 12.5. Borrower shall not: (a) create, incur, assume or permit to exist, any lien upon or with respect to any assets in which Lender now or hereafter holds as a security interest or (b) except as disclosed on Schedule 12.5 attached hereto and not to exceed the applicable maximum principal amount(s) listed thereunder, incur any indebtedness for borrowed money. 12.6. Notwithstanding Borrower’s obligation to pay the Misdirected Payment Fee, Borrower shall pay to Lender on the next banking day following the date of receipt by ▇▇▇▇...
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COVENANTS BY BORROWER. As a material inducement to the Lender to lend and re-lend amounts to the Borrower pursuant to the Line of Credit, and to enter into this Agreement, the Borrower covenants and agrees with the Lender that:
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COVENANTS BY BORROWER. The Borrower covenants and agrees that: 6.1 The Borrower and each Subsidiary shall preserve and keep in full force and effect its respective corporate existence and all franchises, rights and privileges necessary, in the reasonable judgment of the Borrower's management, to the proper conduct of its respective business, including, without limitation, all necessary franchises, patents, licenses, trademarks, trademark rights, trade name rights, fictitious name authorizations or certificates and copyrights without any unlawful conflict with such franchises, patents, licenses, trademarks, trademark rights, fictitious name authorizations or certificates and copyrights of others. 6.2 The Borrower shall promptly deliver to the Bank copies of any amendments or modifications to its or any Subsidiary's certificate of incorporation and by-laws (or equivalent documents), certified with respect to the certificate of incorporation (or equivalent) by the Secretary of State of the state or jurisdiction of incorporation (or similar authority), and, with respect to the by-laws (or equivalent), by the Secretary of the Borrower and each Subsidiary. 6.3 The Borrower and each Subsidiary shall comply in all material respects with all laws, ordinances, rules and regulations, now or hereafter in effect, applicable to it of any federal, state, regional or local government or any instrumentality or agency thereof. 6.4 The Borrower and each Subsidiary shall pay and discharge, as they become due, all its respective Obligations, in accordance with their terms, including without limitation, all taxes, assessments, debts, claims and other governmental or non-governmental charges lawfully imposed upon it or incurred by it or its properties and assets and provide the Bank, if requested, evidence of said taxes, assessments, debts, claims and charges, and of payment thereof, except taxes, assessments, debts, claims and charges contested in good faith in appropriate proceedings. 6.5 The Borrower and each Subsidiary shall maintain, preserve and keep all its properties, equipment and assets reasonably necessary for its business in good repair, working order and condition, reasonable wear and tear excepted, and make, or cause to be made, all necessary or appropriate repairs, renewals, replacements, substitutions, additions, betterments and improvements thereto so that the efficiency of all such properties and assets shall at all times be properly preserved and maintained. 6.6 The Borrower and eac...
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COVENANTS BY BORROWER. The Borrower covenants and agrees that:
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COVENANTS BY BORROWER. 5.1 BORROWER AGREES: (A) TO MAINTAIN THE COLLATERAL IN GOOD CONDITION AND REPAIR AND TO TAKE ALL OTHER ACTION THAT MAY BE NECESSARY TO MAINTAIN, PRESERVE AND PROTECT THE COLLATERAL, (B) NOT TO SELL, LEASE OR OTHERWISE TRANSFER OR DISPOSE OF ALL OR ANY PART OF THE COLLATERAL OR ANY INTEREST THEREIN WITHOUT THE PRIOR WRITTEN CONSENT OF NMAC; (C) NOT TO CREATE, INCUR OR PERMIT TO EXIST ANY SECURITY INTEREST, LIEN OR OTHER ENCUMBRANCE UPON ALL OR ANY PART OF THE COLLATERAL, OR ANY INTEREST THEREIN, EXCEPT IN FAVOR OF NMAC; (D) WITHOUT THE PRIOR WRITTEN CONSENT OF NMAC, REMOVE ALL OR ANY PART OF THE COLLATERAL FROM THE PREMISES WHERE PRESENTLY LOCATED. 5.2 BORROWER AGREES TO COMPLY WITH ALL LAWS AND REGULATIONS APPLICABLE TO THE COLLATERAL OR ANY PART THEREOF OR TO THE OPERATION OF BORROWER'S BUSINESS. 5.3 BORROWER AGREES TO MAINTAIN INSURANCE, WITH SUCH INSURANCE COMPANIES, IN SUCH AMOUNTS AND COVERING SUCH RISKS AS ARE AT ALL TIMES SATISFACTORY TO NMAC. ALL POLICIES COVERING THE COLLATERAL ARE TO BE MADE PAYABLE TO NMAC, IN CASE OF LOSS, UNDER A STANDARD NON-CONTRIBUTORY "LENDER'S" OR "SECURED PARTY" CLAUSE. 5.4 AS SOON AS PRACTICABLE, AND IN ANY EVENT WITHIN TEN (10) DAYS, BORROWER SHALL NOTIFY NMAC OF: (A) ANY ATTACHMENT OR OTHER LEGAL PROCESS LEVIED AGAINST ANY OF THE COLLATERAL; (B) ANY SUBSTANTIAL CHANGE IN THE COLLATERAL OR OF THE OCCURRENCE OF ANY EVENT WHICH MAY IN ANY MANNER MATERIALLY AND ADVERSELY AFFECT THE VALUE OF THE COLLATERAL OR THE RIGHTS AND REMEDIES OF NMAC WITH RESPECT THERETO; AND (C) THE REMOVAL OF ANY OF THE COLLATERAL TO A NEW LOCATION OTHER THAN THE DEALERSHIP ADDRESS. ANY NOTICE DELIVERED PURSUANT TO THIS SECTION 5.4 SHALL SET FORTH THE NATURE OF SUCH EVENT AND THE ACTION WHICH BORROWER PROPOSES TO TAKE WITH RESPECT THERETO. 5.5 IN THE EVENT THAT BORROWER FAILS TO PERFORM ANY OBLIGATION SET FORTH HEREIN, NMAC MAY, BUT SHALL NOT BE OBLIGATED TO, PERFORM THE SAME, AND THE COST THEREOF SHALL BE PAYABLE BY BORROWER TO NMAC ON DEMAND AND SHALL BEAR INTEREST AT THE INTEREST RATE.
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COVENANTS BY BORROWER. As long as any amount of the Total Indebtedness remains outstanding: (a) Borrower will not (i) declare or pay any dividends on any class of its capital stock, (ii) purchase, redeem or retire any of its capital stock or (iii) make any other distribution of any kind or character in respect of any of its capital stock (except, in any such case, (x) as Lender may otherwise agree in writing or (y) as may be required by any indebtedness or contractual arrangement existing on the date hereof). (b) Borrower will not make any loans or advances to any person except for (i) advances for necessary expenses to be incurred in the ordinary course of Borrower’s business and (ii) loans or advances to Borrower’s subsidiaries.
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COVENANTS BY BORROWER. The Borrower must: (a) duly and punctually observe and perform every obligation on its part contained in or implied by this Agreement; (b) pay all costs, charges and expenses including: (i) all legal and professional fees associated with the preparation and execution of this Agreement up to a maximum of AUD $4000 inc. GST; (ii) all legal and other professional fees on a full indemnity basis paid or payable by the Lender for or in relation to the protection and enforcement of this Agreement; (iii) stamp duty (including penalties and interest) and registration fees relating to this agreement; and (iv) all Goods and Services Tax and all other fees, duties, taxes, charges and imposts whether governmental or otherwise payable by the Borrower or the Lender in respect of this Agreement or in respect of any loans, advances, credit or other facilities secured or in respect of any transaction contemplated or entered into or in respect of the receipt, payment, transfer or deposit of any money payable by the Borrower under this Agreement, and the same shall be paid from the Loan; (c) execute or obtain the execution of and do or cause to be done all such lawful assurances and things as the Lender may in its discretion deem necessary for further or more satisfactorily securing the Principal Monies and ensuring repayment of the Principal Monies to the Lender; (d) notwithstanding any judgment given or order made in favour of the Lender for all of any of the Principal Monies, continue to pay interest at the rate charged or chargeable by the Lender in respect of the Principal Monies immediately prior to the entry of such judgment or the making of such order or at such other rate as may for the time being or from time to time be properly charged or chargeable by the Lender in respect of the Principal Monies; and (e) promptly give written notice to the Lender of any occurrence of which the Borrower becomes aware which might reasonably be regarded as likely to have an adverse effect upon the ability of the Borrower to perform any of the Borrower's obligations under this Agreement. (f) must indemnify and forever keep fully indemnified the Lender at all times against any and all Losses that are: (i) suffered or incurred by the Lender as a result of the Borrower's default of this agreement; and (ii) caused directly by any Event of Default or any breach of this agreement by the Borrower.
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COVENANTS BY BORROWER. The Borrower covenants and agrees that: 6.1 The Borrower and each U.S. Subsidiary shall preserve and keep in full force and effect its respective corporate existence and all franchises, rights and privileges necessary, in the reasonable judgment of the Borrower's management, to the proper conduct of its respective business, including, without limitation, all necessary franchises, patents, licenses, trademarks, trademark rights, trade name rights, fictitious name authorizations or certificates and copyrights without any unlawful conflict with such franchises, patents, licenses, trademarks, trademark rights, fictitious name authorizations or certificates and copyrights of others. 6.2 The Borrower shall promptly deliver to the Bank copies of any amendments or modifications to its or any U.S. Subsidiary's certificate of incorporation and by-laws (or equivalent documents), certified with respect to the certificate of incorporation (or equivalent) by the Secretary of State of the state or jurisdiction of incorporation (or similar authority), and, with respect to the by-laws (or equivalent), by the Secretary of the Borrower and each U.S.
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Related to COVENANTS BY BORROWER

  • Payments by Borrower Except to the extent otherwise provided herein, all payments of principal, interest, Fees and other amounts to be made by the Borrower under this Agreement, the Notes or any other Loan Document shall be made in Dollars, in immediately available funds, without setoff, deduction or counterclaim (excluding Taxes required to be withheld pursuant to Section 3.10), to the Administrative Agent at the Principal Office, not later than 1:00 p.m. Central time on the date on which such payment shall become due (each such payment made after such time on such due date to be deemed to have been made on the next succeeding Business Day). Subject to Section 11.5, the Borrower shall, at the time of making each payment under this Agreement or any other Loan Document, specify to the Administrative Agent the amounts payable by the Borrower hereunder to which such payment is to be applied. Each payment received by the Administrative Agent for the account of a Lender under this Agreement or any Note shall be paid to such Lender by wire transfer of immediately available funds in accordance with the wiring instructions provided by such Lender to the Administrative Agent from time to time, for the account of such Lender at the applicable Lending Office of such Lender. Each payment received by the Administrative Agent for the account of the Issuing Bank under this Agreement shall be paid to the Issuing Bank by wire transfer of immediately available funds in accordance with the wiring instructions provided by the Issuing Bank to the Administrative Agent from time to time, for the account of the Issuing Bank. In the event the Administrative Agent fails to pay such amounts to such Lender or the Issuing Bank, as the case may be, within one (1) Business Day of receipt of such amounts, the Administrative Agent shall pay interest on such amount until paid at a rate per annum equal to the Federal Funds Rate from time to time in effect. If the due date of any payment under this Agreement or any other Loan Document would otherwise fall on a day which is not a Business Day such date shall be extended to the next succeeding Business Day and interest shall continue to accrue at the rate, if any, applicable to such payment for the period of such extension.

  • Payments by Borrower; Presumptions by Administrative Agent Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the L/C Issuer hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the L/C Issuer, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders or the L/C Issuer, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or the L/C Issuer, in immediately available funds with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. A notice of the Administrative Agent to any Lender or the Borrower with respect to any amount owing under this subsection (b) shall be conclusive, absent manifest error.