Covenants Regarding Contracts Sample Clauses

Covenants Regarding Contracts. (a) Anything herein to the contrary notwithstanding, (i) the Company shall remain liable under all Assigned Contracts (as hereinafter defined) to the extent set forth therein to perform its duties and obligations thereunder to the same extent as if this Agreement had not been executed, (ii) the exercise by the Lender of any of its rights hereunder shall not release the Company from any of its duties or obligations under any of the Assigned Contracts (except to the extent that such exercise prevents the Company from satisfying such duties and obligations) and (iii) the Lender shall not have any duties, obligations or liability under any of the Assigned Contracts or duties by reason of this Agreement, nor shall the Lender be obligated to perform any of the duties or obligations of the Company thereunder, to make any payment, to make any inquiry as to the nature or sufficiency of any payment received by the Company or the sufficiency of any performance by any party under any such contract or agreement, or to take any action to collect or enforce any claim for payment assigned hereunder.
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Covenants Regarding Contracts. (a) Each Grantor will perform and comply in all material respects with all its obligations under the material Contracts to which such Grantor is a party.
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Covenants Regarding Contracts. On or before the Closing Date, EPSI shall obtain, unless waived by Eclipsys, all Consents required under the Material Contracts in connection with the execution, delivery and performance of this Agreement, the other Transaction Documents or the consummation of the transactions contemplated hereby and thereby, on terms that are not materially burdensome to Eclipsys or EPSI.
Sample 1
Covenants Regarding Contracts. (a) Anything herein to the contrary notwithstanding, (i) each Guarantor shall remain liable under all Assigned Contracts (as hereinafter defined) to which it is a party to the extent set forth therein to perform its duties and obligations thereunder to the same extent as if this Agreement had not been executed, (ii) the exercise by the Lender of any of its rights hereunder shall not release any Guarantor from any of its duties or obligations under any of the Assigned Contracts to which it is a party (except to the extent that such exercise prevents such Guarantor from satisfying such duties and obligations), and (iii) the Lender shall not have any duties, obligations or liability under any of the Assigned Contracts or duties by reason of this Agreement, nor shall the Lender be obligated to perform any of the duties or obligations of any Guarantor thereunder, to make any payment, to make any inquiry as to the nature or sufficiency of any payment received by any Guarantor or the sufficiency of any performance by any party under any such 132 contract or agreement, or to take any action to collect or enforce any claim for payment assigned hereunder.
Sample 1
Covenants Regarding Contracts. On or before the Closing Date, unless waived by Eclipsys, MediNotes shall use reasonable efforts to obtain, and Eclipsys shall use reasonable efforts to assist MediNotes in obtaining, all Consents required under the Material Contracts in connection with the execution, delivery and performance of this Agreement, the other Transaction Documents or the consummation of the transactions contemplated hereby and thereby, on terms that are not materially burdensome to Eclipsys or MediNotes, and MediNotes shall deliver copies of such Consents to Eclipsys.
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Covenants Regarding Contracts. (a) On or before the Closing Date, unless waived by Eclipsys, Premise shall use all commercially reasonable efforts to obtain, and Eclipsys shall use commercially reasonable efforts to assist Premise in obtaining, all Consents required under the Material Contracts in connection with the execution, delivery and performance of this Agreement, the other Transaction Documents or the consummation of the transactions contemplated hereby and thereby, on terms that are not materially burdensome to Eclipsys or Premise, and Premise shall deliver copies of such Consents to Eclipsys.
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Covenants Regarding Contracts. (a) Except as expressly permitted by the Indenture or any other Collateral Document, Grantor shall not amend, modify, terminate or waive any provision of any Contract to which Grantor is a party in any manner which could reasonably be expected to materially adversely affect the value of such Contract as Collateral or which could otherwise reasonably be expected to have a Material Adverse Effect; provided that, Grantor may replace a Contract (the "Initial Contract") so long as the contract entered into to replace the Initial Contract (the "Replacement Contract") is subject to the security interest created by this Agreement.
Sample 1
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Covenants Regarding Contracts. The Company shall use its reasonable efforts to ensure that all Contracts relating to the Accounts with respect to which the Account Debtor is the United States of America or any department, agency or instrumentality thereof, permit the assignment by the Company to the Lender of such Contract and any Accounts arising thereunder.
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Related to Covenants Regarding Contracts

  • Covenants, Agreements, Representations and Warranties The Debtor hereby covenants and agrees with, and represents and warrants to, the Secured Party that:

  • Survival of Covenants and Agreements The covenants and agreements of the parties to be performed after the Effective Time contained in this Agreement shall survive the Effective Time.

  • Certain Covenants, Representations and Warranties of Client In connection with the Co-Managers’ activities hereunder, Client hereby represents, warrants, covenants, and agrees, as applicable, to each Co-Manager:

  • Survival of Covenants, Representations and Warranties All covenants, agreements, representations and warranties made herein or in any documents or other papers delivered by or on behalf of the Borrowers, or any of them, pursuant hereto shall be deemed to have been relied upon by the Lenders, regardless of any investigation made by or on behalf of the Lenders and shall survive the execution and delivery of this Master Agreement and the making by the Lenders of the Loans as herein contemplated and shall continue in full force and effect so long as any Loan, Obligation or any other amount due under this Agreement remains outstanding and unpaid or unsatisfied.

  • Survival of Representations, Warranties, Covenants and Agreements The representations and warranties made by Sellers and, prior to the Closing, the Companies in this Agreement or any certificate delivered by Sellers (or, prior to the Closing, the Companies) pursuant hereto shall survive the Closing until (and claims based upon or arising out of such representations and warranties may be asserted at any time before but in no event after) the date that is twelve (12) months following the Closing Date; provided, however, (i) the representations and warranties made by the applicable Selling Parties in Section 4.3 and Section 6.3 hereof shall survive the Closing until the later of (x) eighteen (18) months following the Closing or (y) the satisfaction of the Holdback Condition, and (ii) there shall be no limitation on the time within which notice of a claim based on fraud on the part of any party hereto may be made. The termination of the representations and warranties to the extent provided herein shall not affect a party in respect of any claim made by such party in reasonable detail in a writing received by the Indemnifying Party prior to the expiration of the applicable survival period provided herein. The covenants and agreements of the parties contained in this Agreement shall survive the Closing in perpetuity; provided that claims based upon or arising out of the Selling Parties’ covenants in Section 9.1 and Section 9.2 hereof must be made by the Indemnified Parties in reasonable detail in a writing received by the applicable Indemnifying Party prior to the date that is twelve (12) months following the Closing. The Indemnifying Parties’ indemnification obligations pursuant to Section 12.2(a)(iii), Section 12.2(b)(iii), Section 12.3(a) and Section 12.3(b) hereof (other than with respect to obligations arising under Section 9.22, which shall survive the Closing until ten (10) days following the final determination of the Multiemployer Plan Liabilities under Section 9.22) and Buyer’s indemnification obligations pursuant to Section 12.3(c) hereof shall expire on the date that is eighteen (18) months from the Closing Date; provided, however, that the expiration of such indemnification obligations shall not affect an Indemnified Party or Seller Indemnified Party (with respect to their indemnification rights under Section 12.3(c)) in respect of any claim made by such party in reasonable detail in a writing received by the Indemnifying Party or Buyer, as applicable, prior to the expiration of such eighteen (18) month period (or the applicable period described above with respect to obligations arising under Section 9.22 hereof).

  • Survival of Agreements, Representations and Warranties, etc All representations and warranties contained herein shall survive the execution and delivery of this Agreement.

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

  • Representations, Warranties and Covenants of Sellers Sellers hereby represent, warrant, and covenant to Buyer as follows:

  • Non-Survival of Representations, Warranties, Covenants and Agreements None of the representations, warranties, covenants and agreements in this Agreement or in any instrument delivered pursuant to this Agreement, including any rights arising out of any breach of such representations, warranties, covenants and agreements, shall survive the Effective Time, except for (i) those covenants and agreements contained herein that by their terms apply or are to be performed in whole or in part after the Effective Time and (ii) this Article IX.

  • Survival of Covenants and Representations All covenants, representations and warranties made by the Company herein and in any certificates delivered pursuant hereto, whether or not in connection with the Closing Date, shall survive the closing and the delivery of this Agreement and the Notes.

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