Common use of Covenants of Guarantors Clause in Contracts

Covenants of Guarantors. 5.01 Each Guarantor covenants and agrees that: (a) It shall pay and discharge all taxes now or hereafter imposed on it, on its income or profits, on any of its property or upon the liens provided herein prior to the date on which penalties attach thereto; it shall promptly pay any valid, final judgment enforcing any such tax and cause the same to be satisfied of record and shall also pay, or cause to be paid, when due all claims for labor, material, supplies or services that, if unpaid, could by law result in a mechanics’ lien. (b) It shall notify the Buyer promptly upon obtaining knowledge of any material action, suit or proceeding at law or in equity by or before any government authority, arbitral tribunal or other body pending or threatened against it or the Seller. 5.02 NCMC covenants and agrees that: (a) It shall not (i) create, incur, assume or permit to exist any lien upon any of the Pledged Collateral, or (ii) directly or indirectly create, incur or suffer to exist any indebtedness payable by the Seller except any indebtedness incurred under the Program Documents. (b) Without the prior written consent of the Buyer, it will not (i) vote to enable, or take any other action to permit, the Seller to issue any ownership or other equity securities of any nature or to issue any other securities convertible into or granting the right to purchase or exchange for any ownership interest or other equity securities of the Seller or (ii) sell, assign, transfer, exchange or otherwise dispose of, or grant any option with respect to, the Pledged Collateral. (c) It shall not file or cause or suffer to be filed with respect to the Seller a voluntary petition in bankruptcy to seek relief for the Seller under any provision of any bankruptcy, reorganization, moratorium, delinquency, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction whether now or subsequently in effect, or consent to the filing of any petition against the Seller under any such law, or consent to the appointment of or taking possession by a custodian, receiver, conservator, trustee, liquidator, sequestrator or similar official for the Seller, or of all or any part of the Seller’s property, or make an assignment for the benefit of the Seller.

Covenants of Guarantors. 5.01 Each Guarantor covenants and agrees that: (a) It shall pay and discharge all taxes now or hereafter imposed on it, on its income or profits, on any of its property or upon the liens provided herein prior to the date on which penalties attach thereto; it shall promptly pay any valid, final judgment enforcing any such tax and cause the same to be satisfied of record and shall also pay, or cause to be paid, when due all claims for labor, material, supplies or services that, if unpaid, could by law result in a mechanics’ lien. (b) It shall notify the Buyer promptly upon obtaining knowledge of any material action, suit or proceeding at law or in equity by or before any government authority, arbitral tribunal or other body pending or threatened against it or the Seller. 5.02 NCMC covenants and agrees that: (a) It shall not (i) create, incur, assume or permit to exist any lien upon any of the Pledged Collateral, or (ii) directly or indirectly create, incur or suffer to exist any indebtedness payable by the Seller except any indebtedness incurred under the Program Documents. (b) Without the prior written consent of the Buyer, it will not (i) vote to enable, or take any other action to permit, the Seller to issue any ownership or other equity securities of any nature or to issue any other securities convertible into or granting the right to purchase or exchange for any ownership interest or other equity securities of the Seller or (ii) sell, assign, transfer, exchange or otherwise dispose of, or grant any option with respect to, the Pledged Collateral. (c) It shall not file or cause or suffer to be filed with respect to the Seller a voluntary petition in bankruptcy to seek relief for the Seller under any provision of any bankruptcy, reorganization, moratorium, delinquency, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction whether now or subsequently in effect, or consent to the filing of any petition against the Seller under any such law, or consent to the appointment of or taking possession by a custodian, receiver, conservator, trustee, liquidator, sequestrator or similar official for the Seller, or of all or any part of the Seller’s property, or make an assignment for the benefit of the Seller. 5.03 NCFC covenants and agrees that it will take all steps necessary to maintain its status as a REIT.

Covenants of Guarantors. 5.01 Each Guarantor covenants Guarantors hereby covenant and agrees thatagree with Lender that until all Obligations have been completely paid and performed and the obligations of Lender under the Loan Agreement have terminated: (a) It shall pay each Guarantor will, and discharge all taxes now or hereafter imposed on itwill cause their respective Subsidiaries to, on its income or profits, on any of its property or upon the liens provided herein prior to the date on which penalties attach thereto; it shall promptly pay any valid, final judgment enforcing any such tax and cause the same to be satisfied of record and shall also pay, or cause to be paiddone all things necessary to preserve and keep in full force and effect its legal existence, when due rights and franchises, to effect and maintain all claims for laborforeign qualifications, materiallicensing, supplies domestication or services thatauthorization, if unpaidand to comply in all material respects with all applicable laws and regulations with respect to the foregoing (including, could by law result in a mechanics’ lien. (b) It shall notify the Buyer promptly upon obtaining knowledge of any material actionwithout limitation, suit or proceeding at law or in equity by or before any government authorityenvironmental laws). No Guarantor shall, arbitral tribunal or other body pending or threatened against it or the Seller. 5.02 NCMC covenants and agrees that: (a) It shall not (i) create, incur, assume or permit to exist any lien upon any of the Pledged Collateral, or (ii) directly or indirectly create, incur or suffer to exist any indebtedness payable by the Seller except any indebtedness incurred under the Program Documents. (b) Without without the prior written consent of Lender, make any material changes to the Buyeraccounting principles used by such Guarantor in preparing the financial statements heretofore delivered to Lender or change its fiscal year; (b) each Guarantor will, it and will not (i) vote to enablecause their respective Subsidiaries to, or take any other action to permitkeep complete, proper and accurate records and books of account in which full, true and correct entries will be made in accordance with generally accepted accounting principles consistent with the Seller to issue any ownership or other equity securities of any nature or to issue any other securities convertible into or granting the right to purchase or exchange for any ownership interest or other equity securities preparation of the Seller or financial statements heretofore delivered to Lender and will maintain adequate accounts and reserves for all taxes (ii) sellincluding income taxes), assignall depreciation and amortization of its properties, transferall other contingencies, exchange or otherwise dispose ofand all other proper reserves in the same manner, or grant any option with respect toand to the same extent, that it has, to the Pledged Collateral.extent applicable, kept and maintained its records and books and maintained accounts and reserves for the foregoing; (c) It shall not file each Guarantor will continue to engage primarily in the businesses now conducted by it; (d) each Guarantor will, and will cause their respective Subsidiaries to, maintain and keep the properties used or deemed by it to be useful in its business in good repair, working order and condition, and make or cause or suffer to be filed with respect made all necessary and proper repairs thereto and replacements thereof; (e) each Guarantor will not make or permit to be made, by voluntary or involuntary means, any transfer, dilution or encumbrance of its direct or indirect interest in the Seller Subject Properties, except as expressly permitted in the Loan Agreement; (f) each Guarantor will not become a voluntary petition in bankruptcy party to seek relief for the Seller under any provision of any bankruptcymerger, reorganization, moratorium, delinquency, arrangement, insolvency, readjustment of debt, dissolution consolidation or liquidation law of any jurisdiction whether now or subsequently in effectother business combination, or consent agree to the filing of effect any petition against the Seller under any such lawasset acquisition stock acquisition or other acquisition, dissolution, liquidation or consent to the appointment of or taking possession by a custodian, receiver, conservator, trustee, liquidator, sequestrator or similar official for the Seller, or disposition of all or substantially all of its respective assets or business, without the prior written consent of Lender, except as expressly permitted in the Loan Agreement; (g) each Guarantor will not, and will not permit any part of their respective Subsidiaries to, become a party to or agree to or affect any disposition of assets, other than the disposition of assets in the ordinary course of business, consistent with past practices, except as expressly permitted in the Loan Agreement; (h) each Guarantor will be self-directed and will not retain or otherwise rely on any other Person to make its investment decisions; provided that such Guarantor shall not be prohibited from consulting with investment bankers and other advisors in the ordinary course of its business; (i) in the event that a Default shall have occurred and be continuing, such Guarantor shall make no Distributions, except as expressly permitted in the Loan Agreement; and (j) each Guarantor shall at all times comply with all covenants and provisions of the Seller’s property, or make an assignment for Loan Agreement and the benefit of the SellerLoan Documents applicable to such Guarantor.