Common use of Covenants of Pledgors Clause in Contracts

Covenants of Pledgors. So long as any of the Secured Obligations shall remain unpaid, each Pledgor jointly and severally covenants and agrees that it will: (a) Perform each and every covenant in any of the Investment Documents applicable to such Pledgor; (b) At all times keep at least one complete set of its records concerning substantially all of the Pledged Collateral pledged by each Pledgor hereunder at such Pledgor’s respective Chief Executive Office as set forth in Schedule B hereto, and not change the location of such Chief Executive Office or of such records without giving the Secured Party at least thirty (30) days prior written notice thereof; (c) Not permit any of the Issuers to: (i) authorize the amendment of or amend the certificate of formation, partnership agreement, limited liability company agreement or other similar governing documents of such Issuer that is a general partnership, limited partnership or limited liability company to provide that the Capital Stock of such Issuer is governed by Article 8 of the Code, or (ii) authorize the issuance of or issue certificates evidencing the Capital Stock of such Issuer that is a general partnership, limited partnership or limited liability company; (d) To the extent it may lawfully do so, use its best efforts to prevent the Issuers from issuing Future Rights or Proceeds, except for cash dividends and other distributions, if any, that are not prohibited by the terms of the Purchase Agreement to be paid by any Issuer to Pledgor; and (e) Upon receipt by any Pledgor of any material notice, report, or other communication from any of the Issuers or any Holder relating to all or any part of the Pledged Collateral, deliver a copy of such notice, report or other communication to the Secured Party as soon as possible, but in no event later than five (5) Business Days following the receipt thereof by such Pledgor.

Covenants of Pledgors. So long as this Agreement has not been terminated as provided hereafter, the Pledgors: (a) will defend the Collateral against the claims of all other persons; (b) will keep the Collateral free from all security interests or other encumbrances, except for the Security Interest and except for Permitted Liens (as defined in the Loan Agreement); (c) except as permitted by the Loan Agreement, will not assign, deliver, sell, transfer, lease or otherwise dispose of any of the Secured Obligations shall remain unpaidCollateral or any interest therein without the prior written consent of the Bank; (d) will keep in accordance with generally accepted accounting principles consistently applied, each Pledgor jointly accurate and severally covenants complete records with respect to such Collateral, and agrees that it will: (a) Perform each and every covenant in upon the Bank’s request will xxxx any of the Investment Documents applicable such records and all or any other Collateral to such Pledgor; (b) At all times keep at least one complete set of its records concerning substantially all give notice of the Pledged Security Interest and will permit the Bank or its agents to inspect the Collateral pledged by each Pledgor hereunder at and to audit and make abstracts of such records or any Pledgor’s respective Chief Executive Office as books, ledgers, reports, correspondence and other records (subject to the limitations set forth in Schedule B heretothe Loan Agreement); (e) upon demand, will deliver to the Bank any Documents and any Chattel Paper representing or relating to the Collateral or any part thereof or any other documents representing or relating to any dispositions of the Collateral and Proceeds thereof and any and all other schedules, documents and statements that the Bank may from time to time request; (f) will keep the Collateral at the addresses set forth above until the Bank is notified in writing of any change in its location, and not no Pledgor will change the location of such Chief Executive Office or of such records the Pledgor’s chief executive office without giving the Secured Party at least thirty (30) days prior written notice thereof; given to the Bank; (cg) Not permit any of will notify the Issuers to: (i) authorize the amendment of or amend the certificate of formation, partnership agreement, limited liability company agreement or other similar governing documents of such Issuer that is a general partnership, limited partnership or limited liability company to provide that the Capital Stock of such Issuer is governed by Article 8 of the Code, or (ii) authorize the issuance of or issue certificates evidencing the Capital Stock of such Issuer that is a general partnership, limited partnership or limited liability company; (d) To the extent it may lawfully do so, use its best efforts to prevent the Issuers from issuing Future Rights or Proceeds, except for cash dividends and other distributions, if any, that are not prohibited by the terms of the Purchase Agreement to be paid by any Issuer to Pledgor; and (e) Upon receipt by any Pledgor Bank promptly in writing of any material noticechange in any Pledgor’s address, reportname, trade names or other communication identity from that specified above or of any change in the location of the Issuers or any Holder relating to all or any part of the Pledged Collateral, deliver a copy of such notice, report or other communication to the Secured Party as soon as possible, but in no event later than five (5) Business Days following the receipt thereof by such Pledgor.the