DEBTOR'S OBLIGATIONS. The obligations of Debtor under this Agreement respecting an Item of Equipment, except the obligation to pay installment payments with respect thereto which will commence as set forth in Paragraph 3 below, commence upon the grant to Secured Party of a security interest in the Item. Debtor's obligations hereunder with respect to an Item of Equipment and Secured Party's security interest therein will continue until payment of all amounts due, and performance of all terms and conditions required hereunder provided, however, that if this Agreement is in default said obligations and security interest will continue during the continuance of said default. Upon termination of Secured Party's security interest in an Item of Equipment, Secured Party will execute such release of interest with respect thereto as Debtor reasonably requests.
DEBTOR'S OBLIGATIONS. The Debtor represents and warrants to the Secured Party, and covenants and agrees with the Secured Party, as follows:
(a) The Debtor will properly preserve the Collateral; defend the Collateral against any adverse claims and demands; and keep accurate books and records.
(b) The Debtor resides in the State of Florida. The Debtor shall give the Secured Party at least thirty days notice before changing his residence. The Debtor will notify the Secured Party in writing prior to any change in the location of any Collateral, including the books and records.
(c) The Debtor will notify the Secured Party in writing prior to any change in the Debtor’s name, identity or business structure.
(d) The Debtor has not granted and will not grant any security interest in any of the Collateral except to the Secured Party, and will keep the Collateral free of all liens, claims, security interests and encumbrances of any kind or nature except the security interest of the Secured Party.
(e) The Debtor will promptly notify the Secured Party in writing of any event which affects the value of the Collateral, the ability of the Debtor or the Secured Party to dispose of the Collateral, or the rights and remedies of the Secured Party in relation thereto, including, but not limited to, the levy of any legal process against any Collateral and the adoption of any marketing order, arrangement or procedure affecting the Collateral, whether governmental or otherwise.
(f) The Debtor shall pay all costs necessary to preserve, defend, enforce and collect the Collateral, including but not limited to taxes, assessments, insurance premiums, repairs, rent, storage costs and expenses of sales, and any costs to perfect the Secured Party’s security interest (collectively, the “Collateral Costs”). Without waiving the Debtor's default for failure to make any such payment, the Secured Party at its option may pay any such Collateral Costs, and discharge encumbrances on the Collateral, and such Collateral Costs payments shall be a part of the Indebtedness and bear interest at the rate set out in the Indebtedness. The Debtor agrees to reimburse the Secured Party on demand for any Collateral Costs so incurred.
(g) Until the Secured Party exercises its rights to make collection, the Debtor will diligently collect all Collateral.
(h) If any Collateral is or becomes the subject of any registration certificate, certificate of deposit or negotiable document of title, including any warehouse receipt or xxxx of la...
DEBTOR'S OBLIGATIONS. Debtor's obligations respecting an Item, except the related installment payment obligation which is governed by paragraph 3 below, commence upon the grant to Creditor of a security interest in the Item. Debtor's obligations with respect to an Item and Creditor's security interest will continue until full performance of all related obligations hereunder; provided, however, that if this Agreement is then in default, said obligations and security interest will continue during the continuance of said default. Upon termination of Creditor's security interest in an Item, Creditor will provide such release of interest with respect thereto as Debtor reasonably requests.
DEBTOR'S OBLIGATIONS. The obligations of Debtor to Secured Party, the performance and payment of which are secured by this Security Agreement, are as follows:
DEBTOR'S OBLIGATIONS. So long as the Note is outstanding, Debtor covenants and agrees with Secured Party (a) not to permit any material part of the Collateral to be levied upon under any legal process; (b) not to dispose of any of the Collateral without the prior written consent of Secured Party; (c) to comply with all applicable federal, state and local statutes, laws, rules and regulations, the noncompliance with which would have a material and adverse effect on the value of the Collateral; and (d) to pay all taxes accruing after the Closing Date which constitute, or may constitute, a lien against the Collateral, prior to the date when penalties or interest would attach to such taxes; provided, that Debtor may contest any such tax claim if done diligently and in good faith.
DEBTOR'S OBLIGATIONS. The Obligations secured by this Security -------------------- Agreement shall consist of all [obligations of Debtors under the Guaranty and under any other Loan Document], whether now existing or hereafter arising, voluntary or involuntary, whether or not jointly owed with others, direct or indirect, absolute or contingent, liquidated or unliquidated, and whether or not from time to time decreased or extinguished and later increased, created or incurred.
DEBTOR'S OBLIGATIONS. Unless otherwise specified in writing by BCA, the DEBTOR shall obligatorily:
a. use the Credit Facility granted by BCA only for the purposes as described in Article 2.3 of this Credit Agreement;
b. comply with all laws/acts, government regulations, policies, directives or instructions applicable to the DEBTOR;
c. immediately notify BCA in writing of any case involving the DEBTOR, civil or state administrative case, or a tax claim, police investigation or a criminal case that will materially affect the business or assets of the DEBTOR;
d. pay all expenses arising from and relating to the granting of the Credit Facility and the implementation of the terms and conditions of the Credit Agreement, in spite of non-use of such Credit Facility and/or of revocation of such Credit Agreement;
e. provide all information sought by BCA relating to the granting of the Credit Facility;
f. defend its rights over intellectual property, including copyright, patents and trademarks which are or will be owned by the DEBTOR;
g. establish and maintain an accounting system, financial administration and supervision in accordance with the generally accepted accounting principles in Indonesia and continually applied in order to reasonably reflect the conditions of the assets, finances, and operating income of the DEBTOR;
h. allow BCA or persons designated by BCA, on 7 (seven) Business Days’ prior notice, to, at any time, inspect activities, accounts and other records done and made by the DEBTOR; with the obligations of BCA or the parties designated by BCA to keep confidential any information gained, unless BCA is obliged to disclose, under law and statutory and regulatory provisions, by court order, at the instruction of any of governmental agencies, including the Bank of Indonesia;
i. submit to BCA in the form and particulars acceptable to BCA: - annual financial statements (balance sheet and loss profit statement) audited by the Certified/Registered Public Accountant Office in the form of - long form audited report, to be obligatorily delivered by no later than 180 (one hundred eighty) days following the closing date of the fiscal year; - home statement (balance sheet and quarterly loss & profit statement), which shall obligatorily be delivered no later than 90 (ninety) days following the end of each reporting period; - copies/photocopies of the licenses and permits directly related to the DEBTOR’s primary lines of business in accordance with the applicable laws and regulations in ...
DEBTOR'S OBLIGATIONS. This Agreement secures the payment of all amounts and performance of all obligations of the Debtor (the "Obligations") as provided in (i) the License granted pursuant to Section 1.5 of the Asset Purchase Agreement between the Debtor and the Secured Party (the "Purchase Agreement"); and (ii) that certain Promissory Note in the principal amount of $1,700,000 from the Debtor to the Secured Party, dated the date hereof (the "Note").
DEBTOR'S OBLIGATIONS. In the event of any damage to or loss or destruction of the Collateral, (i) Debtor shall promptly notify Secured Party of such event and take such steps as shall be necessary to preserve any undamaged portion of the Collateral and (ii) if, pursuant to Section 3.07(b), the insurance proceeds are applied to the restoration, replacement, or rebuilding of such Collateral (but regardless whether such insurance proceeds, if any, shall be sufficient for the purpose), Debtor shall promptly commence to seek, and diligently seek, building permits and, after obtaining same, shall promptly commence and diligently pursue to completion the restoration, replacement, and rebuilding of the Collateral as nearly as possible to its value, condition, and character immediately prior to such damage, loss, or destruction and in accordance with plans and specifications approved, and with other provisions for the preservation of the security hereunder established, by Secured Party.
DEBTOR'S OBLIGATIONS. Upon execution of the Agreement, Debtor shall direct Voyager Entertainment International, Inc. ("VEII") to transfer 200,000 shares of VEII currently held in the name of the Debtor to Lender. If the closing price of the stock of VEII is $4.00/per share or more on April 10, 2003, Lender shall immediately return to Debtor 50,000 shares of VEII.
