Covenants of the Bank. The Bank covenants and agrees with the Underwriters that:
(a) The Bank will file the Prospectus with the Commission pursuant to Rule 424(b) of the Rules and Regulations within the time prescribed therein and will provide evidence satisfactory to the Representative of such timely filing. During any period that a prospectus relating to the Notes is required to be delivered to purchasers of the Notes by the Underwriters and dealers participating in the initial offering and sale of the Notes on the Closing Date under the Act (without regard to any market making prospectus required to be delivered by any Underwriter under the Act) (a "prospectus delivery period"), the Bank will not file any amendments to the Registration Statement, or any amendments or supplements to the Prospectus unless it shall first have delivered copies of such amendments or supplements to the Representative, and if the Representative shall have reasonably objected thereto promptly after receipt thereof; the Bank will promptly advise the Representative or its counsel (i) when notice is received from the Commission that any post-effective amendment to the Registration Statement has become or will become effective, (ii) of any request by the Commission for any amendment or supplement to the Registration Statement or the Prospectus or for any additional information and (iii) of any order or communication suspending or preventing, or threatening to suspend or prevent, the offer and sale of the Notes or of any proceedings or examinations that may lead to such an order or communication, whether by or of the Commission or any authority administering any state securities or "blue sky" law, as soon as the Bank is advised thereof, and will use its reasonable efforts to prevent the issuance of any such order or communication and to obtain as soon as possible its lifting, if issued.
(b) If, at any time during the prospectus delivery period, any event occurs as a result of which the Prospectus as then amended or supplemented would include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or if it is necessary at any time to amend the Prospectus in order to comply with the Act or the Rules and Regulations, the Bank promptly will prepare and file with the Commission (subject to the Representative's prior review pursuant to paragraph (a) of this Section 5...
Covenants of the Bank. The Bank covenants and --------------------- agrees with the Underwriters that upon the execution of the applicable Terms Agreement:
(a) Promptly following the execution of such applicable Terms Agreement, the Bank will prepare a Prospectus Supplement setting forth the amount of Certificates covered thereby and the terms thereof not otherwise specified in the Basic Prospectus, the price at which such Certificates are to be purchased by the Underwriters, the initial public offering price, the selling concessions and allowances, and such other information as the Bank deems appropriate. The Bank will file such Prospectus Supplement with the Commission pursuant to Rule 424 within the time prescribed therein Chase Securities Inc. February 19, 1997 Page 10 and will provide evidence satisfactory to the Representative of such timely filing. In addition, to the extent that any Underwriter (i) has provided to the Bank Collateral Term Sheets (as defined below) that such Underwriter has provided to a prospective investor, the Bank will file such Collateral Term Sheets as an exhibit to a report on Form 8-K within two business days of its receipt thereof, or (ii) has provided to the Bank Structural Term Sheets or Computational Materials (each as defined below) that such Underwriter has provided to a prospective investor, the Bank will file or cause to be filed with the Commission a report on Form 8-K containing such Structural Term Sheet and Computational Materials, as soon as reasonably practicable after the date of this Agreement, but in any event, not later than the date on which the Final Prospectus is filed with the Commission pursuant to Rule 424.
(b) During the prospectus delivery period, before filing any amendment or supplement to the Initial Registration Statement, the Additional Registration Statement (if any) or the Final Prospectus, the Bank will furnish to the Representative a copy of the proposed amendment or supplement for review and will not file any such proposed amendment or supplement to which the Representative reasonably objects.
(c) During the prospectus delivery period, the Bank will advise the Representative promptly after it receives notice thereof, (i) when any amendment to any Registration Statement shall have become effective, (ii) of any request by the Commission for any amendment or supplement to any Registration Statement or the Final Prospectus or for any additional information, (iii) of the issuance by the Commission of any stop order s...
Covenants of the Bank. The Bank covenants with each Underwriter as follows:
Covenants of the Bank. The Bank hereby covenants and agrees with the Company as follows:
Covenants of the Bank. The Bank covenants with the Distribution Agents as follows:
Covenants of the Bank. The Bank covenants with the Winning Bidder(s), each Placement Agent and the Selling Shareholder as follows:
Covenants of the Bank. The Bank covenants and agrees with the Underwriters that upon the execution of the Terms Agreement:
(a) Promptly following the execution of such Terms Agreement, the Bank will prepare a Prospectus Supplement relating to the issuance of the Series Certificate and the Notes, setting forth the amount of Notes covered thereby and the terms thereof not otherwise specified in the Basic Prospectus, the price at which such Notes are to be purchased by the Underwriters, the initial public offering price, the selling concessions and allowances, and such other information as the Bank deems appropriate. The Bank will file such Prospectus Supplement with the Commission pursuant to Rule 424 within the time prescribed therein and will provide evidence satisfactory to the Underwriters of such timely filing. In addition, to the extent that the Underwriters (i) have provided to the Bank Collateral Term Sheets (as defined below) that the Underwriters have provided to
Covenants of the Bank. Except as contemplated by this Agreement, the Bank (a) shall not create or suffer to exist any lien, pledge, security interest or other encumbrance on any of the Receivables or Accounts, (b) shall not take any action, or fail to take any action, that could result in the Bank no longer being the exclusive owner of the Accounts and Receivables and (c) shall not take any action, or fail to take any action, that could prevent the Bank from having the absolute right and authority to sell the Accounts and Receivables.
Covenants of the Bank. So long as the Purchaser shall have any Net Ownership Interest in any Receivables sold by the Bank or until the Purchase Termination Date shall have occurred, whichever is later, the Bank covenants that:
Covenants of the Bank. The Bank covenants and agrees with Parent as follows:
