Covenants of Assignors Sample Clauses

Covenants of Assignors. Each Assignor agrees as follows:
Sample 1
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Covenants of Assignors. (a) Each Assignor covenants (i) that it shall forthwith (A) give, or cause its broker to give, in the form attached as Appendix I hereto, notice of this Assignment to all insurers, underwriters, clubs and associations, with respect to all Insurances that are assigned pursuant to the terms hereof, (B) cause its broker to acknowledge the notice delivered pursuant to subsection (A) and return such notice to the Collateral Agent and (C) cause its interest in all Insurances and moneys hereby assigned to be paid over promptly to the Collateral Agent in accordance with Section 2.13 of the Deed of Covenants, (ii) that upon the occurrence and continuance of an Event of Default it shall cause all Earnings hereby assigned to be paid promptly to an account designated by the Collateral Agent and that it shall deliver to any charterer, under a charter, a Notice in the form annexed hereto as Appendix II and (iii) that it shall promptly execute and deliver to the Collateral Agent such documents, if any, and shall do and perform such acts, if any, to facilitate or expedite the collection by the Collateral Agent of such claims arising out of any requisition of use. If an Assignor fails to perform any of its obligations under this Section 4.01(a), the Collateral Agent shall have the right (but not the obligation) to do so.
Sample 1
Covenants of Assignors. Assignor shall (i) keep Collateral Agent informed of all potential material claims with respect to the Acquisition Agreement Documents, Acquisition Agreement Document Undertakings and Acquisition Agreement Document Indemnities and (ii) not, without the prior written consent of Collateral Agent, which consent shall not be unreasonably withheld or delayed: (A) waive any of its material rights or remedies under the Acquisition Agreement Documents with respect to any of the Acquisition Agreement Document Undertakings or Acquisition Agreement Document Indemnities or (B) settle, compromise or offset any material amounts payable by Seller or Insight Mobile, as applicable, to Assignor thereunder.
Sample 1
Covenants of Assignors. Each of Electronics and Sheet Metal hereby covenants that it will, at any time and from time to time, upon Celtic's reasonable request therefor, execute and deliver to Celtic or any successor or assign thereof any new or confirmatory instruments or documents, and do and perform any and all other acts that Celtic or any successor or assign thereof may reasonably request, in order to (a) fully assign, transfer and vest in Celtic or any successor or assign thereof the Notes, the Security Agreement and the Landlord Agreements, (b) protect Celtic's right, title and interest in and to the Notes, the Security Agreement and the Landlord Agreements and (c) otherwise permit Celtic to realize upon or enjoy its right, title and interest in and to the Notes, the Security Agreement and the Landlord Agreements.
Sample 1

Related to Covenants of Assignors

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF PLEDGOR Each Pledgor represents, warrants and covenants that (i) it is the legal, record and beneficial owner of, and has good and marketable title to, all Securities pledged by it hereunder, subject to no pledge, lien, mortgage, hypothecation, security interest, charge, option or other encumbrance whatsoever, except the liens and security interests created by this Agreement and liens permitted under clauses (a) and (e) of Section 8.03 of the Credit Agreement; (ii) it has full power, authority and legal right to pledge all the Securities pledged by it pursuant to this Agreement; (iii) this Agreement has been duly authorized, executed and delivered by such Pledgor and constitutes a legal, valid and binding obligation of such Pledgor enforceable in accordance with its terms, except to the extent that the enforceability hereof may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors' rights generally and by equitable principles (regardless of whether enforcement is sought in equity or at law); (iv) no consent of any other party (including, without limitation, any stockholder or creditor of such Pledgor or any of its Subsidiaries) and no consent, license, permit, approval or authorization of, exemption by, notice or report to, or registration, filing or declaration with, any governmental authority is required to be obtained by such Pledgor in connection with the execution, delivery or performance of this Agreement, or in connection with the exercise of its rights and remedies pursuant to this Agreement, except as may be required in connection with the disposition of the Securities by laws affecting the offering and sale of securities generally; (v) the execution, delivery and performance of this Agreement by such Pledgor does not violate any provision of any applicable law or regulation or of any order, judgment, writ, award or decree of any court, arbitrator or governmental authority, domestic or foreign, or of the certificate of incorporation or by-laws of such Pledgor or of any securities issued by such Pledgor or any of its Subsidiaries, or of any mortgage, indenture, deed of trust, loan agreement, credit agreement or any other material agreement or material instrument to which such Pledgor or any of its Subsidiaries is a party or which purports to be binding upon such Pledgor or any of its Subsidiaries or upon any of their respective assets and will not result in the creation or imposition of any lien or encumbrance on any of the assets of such Pledgor or any of its Subsidiaries except as contemplated by this Agreement; (vi) all the shares of Stock of Subsidiaries

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE PLEDGORS (a) Each Pledgor represents, warrants and covenants that:

  • Covenants of the Vendor The Vendor covenants and agrees with the Purchaser as follows:

  • Representations, Warranties and Covenants of the Shareholder Shareholder represents and warrants to, and agrees with, the Company that:

  • Representations, Warranties and Covenants of Shareholder The Shareholder represents, warrants, covenants and/or agrees as follows:

  • Covenants of Acquiror 31 Section 7.1 Consummation of Agreement............................................................. 32 Section 7.2 Requirements to Effect Merger......................................................... 32 Section 7.3 Access................................................................................ 32 Section 7.4

  • Representations, Warranties and Covenants of the Pledgor (a) The Pledgor represents, warrants and covenants that:

  • Representations, Warranties and Covenants of the Stockholder The Stockholder represents, warrants and covenants to the Purchaser that:

  • Representations, Warranties and Covenants of Stockholder Stockholder hereby represents, warrants and covenants to Parent as follows:

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF DEBTOR Debtor represents, warrants and covenants as of the date of this Agreement and as of the date of each Collateral Schedule that:

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