Covenants of North America Sample Clauses

Covenants of North America. For a period of 18 months from the date hereof (i) North America covenants and agrees not to transfer directly or indirectly a significant portion of its assets other than in the ordinary course of its business, unless the transferee of such assets expressly agrees in a writing, in form and substance reasonably satisfactory to Management, to assume all of North America's obligations under this Assumption Agreement and to timely pay, perform, satisfy, be responsible for and discharge the Subsidiary Assumed Liabilities, and (ii) North America covenants and agrees not to merge or consolidate or engage in any similar transaction in which North America will not be the surviving entity unless prior to doing so the successor to North America in such merger, consolidation or other transaction expressly agrees in a writing, in form and substance reasonably satisfactory to Management, to assume all of North America's obligations under this Assumption Agreement and to timely pay, perform, satisfy, be responsible for and discharge the Subsidiary Assumed Liabilities.
Sample 1
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Related to Covenants of North America

  • Covenants of the Company The Company covenants with each Underwriter as follows:

  • Covenants of Company In the event that any litigation with claims in excess of $1,000,000 to which the Company is a party which shall be reasonably likely to result in a material judgment against the Company that the Company will not be able to satisfy shall be commenced by an Owner, during the period beginning nine months following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Company, such judgment has been satisfied), the Company shall not make any distribution on or in respect of its membership interests to any of its members, or repay the principal amount of any indebtedness of the Company held by CFC, unless (i) after giving effect to such distribution or repayment, the Company's liquid assets shall not be less than the amount of actual damages claimed in such litigation or (ii) the Rating Agency Condition shall have been satisfied with respect to any such distribution or repayment. The Company will not at any time institute against the Trust any bankruptcy proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Certificates, the Notes, this Agreement or any of the Basic Documents.

  • Covenants of the Bank The Bank covenants and agrees with the Underwriters that:

  • Representations and Covenants of the Company A. The Company hereby represents and warrants to the Distributor, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

  • COVENANTS OF THE STOCKHOLDER Section 1.01.

  • Representations, Warranties and Covenants of the Company The Company hereby represents and warrants to, and covenants with, the Purchaser as follows:

  • Representations, Warranties and Covenants of the Corporation The Corporation represents, warrants, covenants and agrees that:

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE BORROWER In order to induce Silicon to enter into this Agreement and to make Loans, Borrower represents and warrants to Silicon as follows, and Borrower covenants that the following representations will continue to be true, and that Borrower will at all times comply with all of the following covenants:

  • Representations, Warranties and Covenants of the Fund The Fund hereby represents, warrants and covenants each of the following:

  • Representations, Warranties and Covenants of the Sponsor Ally Bank, in its capacity as the Sponsor (the “Sponsor”) represents and warrants to, and agrees with, the Underwriters that the Sponsor or the Depositor has provided a written representation (the “17g-5 Representation”) to each Rating Agency, which satisfies the requirements of paragraph (a)(3)(iii) of Rule 17g-5 of the Exchange Act. Each of the Depositor and the Sponsor has complied, and will comply, with the 17g-5 Representation other than any breach of the 17g-5 Representation (a) that would not have a material adverse effect on the Offered Notes or (b) arising from a breach by any of the Underwriters of the representation, warranty and covenant set forth in Section 5(g).

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