COVENANTS OF THE BORROWER AND THE GUARANTOR PARTIES Sample Clauses

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COVENANTS OF THE BORROWER AND THE GUARANTOR PARTIES. The Borrower and each of the Guarantor Parties hereby covenant and agree as follows:

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Related to COVENANTS OF THE BORROWER AND THE GUARANTOR PARTIES

• Representations and Warranties of the Company The Company represents and warrants to each Underwriter that:

• NEGATIVE COVENANTS Until the Commitments have expired or terminated and the principal of and interest on each Loan and all fees payable hereunder have been paid in full and all Letters of Credit have expired or terminated and all LC Disbursements shall have been reimbursed, the Borrower covenants and agrees with the Lenders that:

• Covenants All covenants, agreements and conditions contained in this Agreement to be performed by the Company on or prior to the Closing Date shall have been performed or complied with in all material respects.

• AFFIRMATIVE COVENANTS So long as any Lender shall have any Commitment hereunder, any Loan or other Obligation hereunder shall remain unpaid or unsatisfied, or any Letter of Credit shall remain outstanding, the Borrower shall, and shall (except in the case of the covenants set forth in Sections 6.01, 6.02, and 6.03) cause each Subsidiary to:

• Amendments and Waivers (a) If the ICANN Board of Directors determines that an amendment to this Agreement (including to the Specifications referred to herein) and all other registry agreements between ICANN and the Applicable Registry Operators (the “Applicable Registry Agreements”) is desirable (each, a “Special Amendment”), ICANN may adopt a Special Amendment pursuant to the requirements of and process set forth in this Section 7.6; provided that a Special Amendment may not be a Restricted Amendment.

• Events of Default Any of the following shall constitute an Event of Default:

• Representations and Warranties Borrower represents and warrants as follows:

• Waivers No term or provision of this Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

• Warranties a. The Investor(s) makes the following representations and warranties to Escrow Agent: