Common use of Further Assurances and Covenants Clause in Contracts

Further Assurances and Covenants. (a) Grantor authorizes the Secured Party to file initial financing statements, and amendments of financing statements, covering the Collateral and any property that becomes Collateral as identifiable proceeds of Collateral. (b) Grantor agrees that from time to time, at the expense of Grantor, Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that Secured Party may request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Secured Party to exercise and enforce its rights and remedies hereunder with respect to any Collateral or Pledged Stock. Without limiting the generality of the foregoing, Grantor will (i) at the request of Secured Party, xxxx conspicuously the Collateral and its records pertaining thereto, and the Pledged Stock, with a legend, in form and substance satisfactory to Secured Party, indicating that the Collateral and Pledged Stock are subject to the security interest granted hereby; and (ii) execute such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as Secured Party may request, in order to perfect and preserve the security interests granted or purported to be granted hereby, including without limitation, mortgages, liens or other instruments evidencing the security interest of Secured Party hereunder in the present or future trademarks, service marks, copyrights or other intellectual property rights of Grantor. (c) Grantor will furnish to Secured Party from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Secured Party may request, all in reasonable detail, and Grantor hereby agrees that Secured Party or Secured Party's agents may enter upon Grantor's premises at any reasonable time and from time to time for the purpose of inspecting the Collateral and records pertaining thereto. (d) Without giving Secured Party at least thirty (30) days prior notice, Grantor will not (i) make any change in its corporate name, or (ii) conduct its business operations under any fictitious business name or trade name not set forth in Subsection 3(d), or (iii) move the principal place of business, principal executive office of Grantor or the office where Grantor keeps its records concerning the Collateral. (e) Without the express written consent of Secured Party, Grantor shall not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Pledged Stock and shall not create or permit to exist any lien upon or with respect to any of the Pledged Stock, except for security interests permitted under the terms of the Note. (f) Grantor will not seek or permit redemption of the Pledged Stock. (g) Grantor shall not make any disposition of the Collateral without the consent of Secured Party, except in the ordinary course of its business. (h) Between the date of execution of this Agreement and the time of perfecting the security interest herein, Grantor will not cause any effective financing statement or mortgage of copyright or other instrument similar in effect covering all or any part of the Collateral or Pledged Stock to be filed in any recording office, except such as may have been filed in favor of Secured Party relating to this Agreement or as permitted under the terms of the Note.

Further Assurances and Covenants. (a) Grantor authorizes the Secured Party to file initial financing statements, and amendments of financing statements, covering the Collateral and any property that becomes Collateral as identifiable proceeds of Collateral. (b) Grantor agrees that from time to time, at the expense of Grantor, Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that Secured Party may request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Secured Party to exercise and enforce its rights and remedies hereunder with respect to any Collateral or Pledged Stock. Without limiting the generality of the foregoing, Grantor will (i) at the request of Secured Party, xxxx conspicuously the Collateral and its records pertaining thereto, and the Pledged Stock, with a legend, in form and substance satisfactory to Secured Party, indicating that the Collateral and Pledged Stock are subject to the security interest granted hereby; and (ii) execute such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as Secured Party may request, in order to perfect and preserve the security interests granted or purported to be granted hereby, including without limitation, mortgages, liens or other instruments evidencing the security interest of Secured Party hereunder in the present or future trademarks, service marks, copyrights or other intellectual property rights of Grantor. (c) Grantor will furnish to Secured Party from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Secured Party may request, all in reasonable detail, and Grantor hereby agrees that Secured Party or Secured Party's ’s agents may enter upon Grantor's ’s premises at any reasonable time and from time to time for the purpose of inspecting the Collateral and records pertaining thereto. (d) Without giving Secured Party at least thirty (30) days prior notice, Grantor will not (i) make any change in its corporate name, or (ii) conduct its business operations under any fictitious business name or trade name not set forth in Subsection 3(d), or (iii) move the principal place of business, principal executive office of Grantor or the office where Grantor keeps its records concerning the Collateral. (e) Without the express written consent of Secured Party, Grantor shall not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Pledged Stock and shall not create or permit to exist any lien upon or with respect to any of the Pledged Stock, except for security interests permitted under the terms of the NoteDebenture. (f) Grantor will not seek or permit redemption of the Pledged Stock. (g) Grantor shall not make any disposition of the Collateral without the consent of Secured Party, except in the ordinary course of its business. (h) Between the date of execution of this Agreement and the time of perfecting the security interest herein, Grantor will not cause any effective financing statement or mortgage of copyright or other instrument similar in effect covering all or any part of the Collateral or Pledged Stock to be filed in any recording office, except such as may have been filed in favor of Secured Party relating to this Agreement or as permitted under the terms of the NoteDebenture.

Further Assurances and Covenants. (a) Grantor authorizes the Secured Party to file initial financing statements, and amendments of financing statements, covering the Collateral and any property that becomes Collateral as identifiable proceeds of Collateral. (b) Grantor agrees that from time to time, at the expense of Grantor, Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that Secured Party may request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Secured Party to exercise and enforce its rights and remedies hereunder with respect to any Collateral or Pledged StockCollateral. Without limiting the generality of the foregoing, Grantor will (i) at the request of Secured Party, xxxx conspicuously the Collateral and its records pertaining thereto, and the Pledged Stock, with a legend, in form and substance satisfactory to Secured Party, indicating that the Collateral and Pledged Stock are is subject to the security interest granted hereby; and (ii) execute such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as Secured Party may request, in order to perfect and preserve the security interests granted or purported to be granted hereby, including without limitation, mortgages, liens or other instruments evidencing the security interest of Secured Party hereunder in the present or future trademarks, service marks, copyrights or other intellectual property rights of Grantor. (c) Grantor will furnish to Secured Party from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Secured Party may request, all in reasonable detail, and Grantor hereby agrees that Secured Party or Secured Party's agents may enter upon Grantor's premises at any reasonable time and from time to time for the purpose of inspecting the Collateral and records pertaining thereto. (d) Without giving Secured Party at least thirty (30) days prior notice, Grantor will not (i) make any change in its corporate name, or (ii) conduct its business operations under any fictitious business name or trade name not set forth in Subsection 3(d), or (iii) move the principal place of business, principal executive office of Grantor or the office where Grantor keeps its records concerning the Collateral. (e) Without the express written consent of Secured Party, Grantor shall not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Pledged Stock and shall not create or permit to exist any lien upon or with respect to any of the Pledged Stock, except for security interests permitted under the terms of the Note. (f) Grantor will not seek or permit redemption of the Pledged Stock. (g) Grantor shall not make any disposition of the Collateral without the consent of Secured Party, except in the ordinary course of its business. (hf) Between the date of execution of this Agreement and the time of perfecting the security interest herein, Grantor will not cause any effective financing statement or mortgage of copyright or other instrument similar in effect covering all or any part of the Collateral or Pledged Stock to be filed in any recording office, except such as may have been filed in favor of Secured Party relating to this Agreement or as permitted under the terms of the Note.

Further Assurances and Covenants. (a) Grantor authorizes the Secured Party to file initial financing statements, and amendments of financing statements, covering the Collateral and any property that becomes Collateral as identifiable proceeds of Collateral. (b) Grantor The Pledgor agrees that from time to time, at the expense of Grantorthe Pledgor, Grantor the Pledgor will promptly execute and deliver deliver, or otherwise authenticate, all further instruments and documents, and take all further action, action that may be necessary or desirable, or that Secured Party the Collateral Agent may request, in order to perfect and protect any pledge or security interest granted or purported to be granted hereby by the Pledgor hereunder or to enable Secured Party the Collateral Agent to exercise and enforce its rights and remedies hereunder with respect to any Collateral or Pledged Stockof the Pledgor. Without limiting the generality of the foregoing, Grantor the Pledgor will promptly with respect to Collateral of the Pledgor: (i) at the request of Secured Party, xxxx conspicuously the Collateral and its records pertaining thereto, and the Pledged Stock, with a legend, in form and substance satisfactory to Secured Party, indicating that the Collateral and Pledged Stock are subject to the security interest granted hereby; and (ii) execute file such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as Secured Party the Collateral Agent may request, in order to perfect and preserve the security interests interest granted or purported to be granted herebyby the Pledgor hereunder; (ii) deliver and pledge to the Collateral Agent for benefit of the Secured Parties certificates representing Collateral that constitutes certificated securities, including without limitation, mortgages, liens accompanied by undated stock powers or other appropriate instruments evidencing of transfer executed in blank; (iii) take all action necessary to ensure that the Collateral Agent has control of Collateral consisting of investment property as provided in Section 9-106 of the UCC; and (iv) deliver to the Collateral Agent evidence that all other action that the Collateral Agent may deem reasonably necessary or desirable in order to perfect and protect the security interest created by the Pledgor under this Agreement has been taken. (b) The Pledgor hereby authorizes the Collateral Agent to file one or more financing or continuation statements, and amendments thereto covering the Collateral, in each case without the signature of Secured Party hereunder the Pledgor, and regardless of whether any particular asset described in such financing statements falls within the present scope of the UCC or future trademarks, service marks, copyrights the granting clause of this Agreement. A photocopy or other intellectual property rights reproduction of Grantorthis Agreement or any financing statement covering the Collateral or any part thereof shall be sufficient as a financing statement where permitted by law. The Pledgor ratifies its authorization for the Collateral Agent to have filed such financing statements, continuation statements or amendments filed prior to the date hereof. (c) Grantor The Pledgor will furnish to Secured Party the Collateral Agent from time to time statements and schedules further identifying and describing the Collateral of the Pledgor and such other reports in connection with such Collateral as the Collateral as Secured Party Agent may reasonably request, all in reasonable detail, and Grantor hereby agrees that Secured Party or Secured Party's agents may enter upon Grantor's premises at any reasonable time and from time to time for the purpose of inspecting the Collateral and records pertaining thereto. (d) Without giving Secured Party The Pledgor will ensure that the LLC Agreement provides at least thirty (30) days prior notice, Grantor will not all times that: (i) make any change in its corporate namethe consent of the Independent Manager is required to (A) file, consent to the filing of, or join in any filing of, a bankruptcy or insolvency petition, or otherwise institute insolvency proceedings, (B) dissolve, liquidate, consolidate, merge, or sell all or substantially all of the assets of the Borrower; (C) engage in any other business activity, and (D) amend the LLC Agreement; (ii) conduct the Borrower will not be dissolved and its business operations under any fictitious business name affairs will not be wound up solely upon the withdrawal or trade name not set forth in Subsection 3(dtermination of a member (other than the last remaining member), or ; (iii) move if the principal place Borrower is dissolved, the Borrower’s assets will not be liquidated without the consent of business100% of the Lenders and that the Secured Parties shall be entitled to continue to exercise and Cheniere Pledge Agreement pursue all of their rights and remedies under the Loan Documents and retain the Collateral until the Obligations have been paid in full or otherwise completely discharged; and (iv) in making any decisions for the Borrower, principal executive office the Independent Manager shall be required to consider the interests of Grantor or the office where Grantor keeps its records concerning Agents, the CollateralLenders and the Hedge Banks. (e) Without The Pledgor will not cause the express written consent of Secured PartyBorrower to file a voluntary petition under any Bankruptcy Laws or other insolvency laws unless, Grantor shall not selland only unless, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option such filing has been authorized in accordance with respect to, any of the Pledged Stock and shall not create or permit to exist any lien upon or with respect to any of the Pledged Stock, except for security interests permitted under the terms of the NoteLLC Agreement. (f) Grantor The Pledgor will not seek or permit redemption of cause the Pledged StockBorrower to have at all times at least one Independent Manager. (g) Grantor shall not make any disposition of the Collateral without the consent of Secured Party, except in the ordinary course of its business. (h) Between the date of execution of this Agreement and the time of perfecting the security interest herein, Grantor The Pledgor will not cause the Borrower to create or acquire any effective financing statement or mortgage of copyright or Subsidiaries other instrument similar in effect covering all or any part than the Subsidiaries of the Collateral or Pledged Stock to be filed in any recording office, except such as may have been filed in favor of Secured Party relating to this Agreement or as permitted under Borrower existing on the terms of the NoteClosing Date.

Further Assurances and Covenants. (a) Grantor authorizes the Secured Party to file initial financing statements, and amendments of financing statements, covering the Collateral and any property that becomes Collateral as identifiable proceeds of Collateral. (b) Grantor agrees that from time to time, at the expense of Grantor, Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that Secured Party may request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Secured Party to exercise and enforce its rights and remedies hereunder with respect to any Collateral or Pledged StockCollateral. Without limiting the generality of the foregoing, Grantor will (i) at the request of Secured Party, xxxx conspicuously the Collateral and its records pertaining thereto, and the Pledged Stock, with a legend, in form and substance satisfactory to Secured Party, indicating that the Collateral and Pledged Stock are is subject to the security interest granted hereby; and (ii) execute such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as Secured Party may request, in order to perfect and preserve the security interests granted or purported to be granted hereby, including without limitation, mortgages, liens or other instruments evidencing the security interest of Secured Party hereunder in the present or future trademarks, service marks, copyrights or other intellectual property rights of Grantor. (c) Grantor will furnish to Secured Party from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Secured Party may request, all in reasonable detail, and Grantor hereby agrees that Secured Party or Secured Party's ’s agents may enter upon Grantor's ’s premises at any reasonable time and from time to time for the purpose of inspecting the Collateral and records pertaining thereto. (d) Without giving Secured Party at least thirty (30) days prior notice, Grantor will not (i) make any change in its corporate name, or (ii) conduct its business operations under any fictitious business name or trade name not set forth in Subsection 3(d), or (iii) move the principal place of business, principal executive office of Grantor or the office where Grantor keeps its records concerning the Collateral. (e) Without the express written consent of Secured Party, Grantor shall not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Pledged Stock and shall not create or permit to exist any lien upon or with respect to any of the Pledged Stock, except for security interests permitted under the terms of the Note. (f) Grantor will not seek or permit redemption of the Pledged Stock. (g) Grantor shall not make any disposition of the Collateral without the consent of Secured Party, except in the ordinary course of its business. (hf) Between the date of execution of this Agreement and the time of perfecting the security interest herein, Grantor will not cause any effective financing statement or mortgage of copyright or other instrument similar in effect covering all or any part of the Collateral or Pledged Stock to be filed in any recording office, except such as may have been filed in favor of Secured Party relating to this Agreement or as permitted under the terms of the NoteDebenture.

Further Assurances and Covenants. (a) Grantor authorizes the Secured Party to file initial financing statements, and amendments of financing statements, covering the Collateral and any property that becomes Collateral as identifiable proceeds of Collateral. (b) Grantor agrees that from time to time, at the expense of Grantor, Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that Secured Party may request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Secured Party to exercise and enforce its rights and remedies hereunder with respect to any Collateral or Pledged Stock. Without limiting the generality of the foregoing, Grantor will (i) at the request of Secured Party, xxxx conspicuously the Collateral and its records pertaining thereto, and the Pledged Stock, with a legend, in form and substance satisfactory to Secured Party, indicating that the Collateral and Pledged Stock are subject to the security interest granted hereby; and (ii) execute such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as Secured Party may request, in order to perfect and preserve the security interests granted or purported to be granted hereby, including without limitation, mortgages, liens or other instruments evidencing the security interest of Secured Party hereunder in the present or future trademarks, service marks, copyrights or other intellectual property rights of Grantor. (c) Grantor will furnish to Secured Party from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Secured Party may request, all in reasonable detail, and Grantor hereby agrees that Secured Party or Secured Party's ’s agents may enter upon Grantor's ’s premises at any reasonable time and from time to time for the purpose of inspecting the Collateral and records pertaining thereto. (d) Without giving Secured Party at least thirty (30) days prior notice, Grantor will not (i) make any change in its corporate name, or (ii) conduct its business operations under any fictitious business name or trade name not set forth in Subsection 3(d), or (iii) move the principal place of business, principal executive office of Grantor or the office where Grantor keeps its records concerning the Collateral. (e) Without the express written consent of Secured Party, Grantor shall not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Pledged Stock and shall not create or permit to exist any lien upon or with respect to any of the Pledged Stock, except for security interests permitted under the terms of the NoteDebenture. (f) Grantor will not seek or permit redemption of the Pledged Stock. (g) Grantor shall not make any disposition of the Collateral without the consent of Secured Party, except in the ordinary course of its business. (h) Between the date of execution of this Agreement and the time of perfecting the security interest herein, Grantor will not cause any effective financing statement or mortgage of copyright or other instrument similar in effect covering all or any part of the Collateral or Pledged Stock to be filed in any recording office, except such as may have been filed in favor of Secured Party relating to this Agreement or as permitted under the terms of the NoteDebenture.

Further Assurances and Covenants. (a) Grantor authorizes the Secured Party to file initial financing statements, and amendments of financing statements, covering the Collateral and any property that becomes Collateral as identifiable proceeds of Collateral. (b) Grantor agrees that from time to time, at the expense of Grantor, Grantor will promptly execute and deliver all further instruments and documents, and take all further action, that may be necessary or desirable, or that Secured Party may request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Secured Party to exercise and enforce its rights and remedies hereunder with respect to any Collateral or Pledged StockCollateral. Without limiting the generality of the foregoing, Grantor will (i) at the request of Secured Party, xxxx conspicuously the Collateral and its records pertaining thereto, and the Pledged Stock, with a legend, in form and substance satisfactory to Secured Party, indicating that the Collateral and Pledged Stock are is subject to the security interest granted hereby; and (ii) execute such financing or continuation statements, or amendments thereto, and such other instruments or notices, as may be necessary or desirable, or as Secured Party may request, in order to perfect and preserve the security interests granted or purported to be granted hereby, including without limitation, mortgages, liens or other instruments evidencing the security interest of Secured Party hereunder in the present or future trademarks, service marks, copyrights or other intellectual property rights of Grantor. (c) Grantor will furnish to Secured Party from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Secured Party may request, all in reasonable detail, and Grantor hereby agrees that Secured Party or Secured Party's ’s agents may enter upon Grantor's ’s premises at any reasonable time and from time to time for the purpose of inspecting the Collateral and records pertaining thereto. (d) Without giving Secured Party at least thirty (30) days prior notice, Grantor will not (i) make any change in its corporate name, or (ii) conduct its business operations under any fictitious business name or trade name not set forth in Subsection 3(d), or (iii) move the principal place of business, principal executive office of Grantor or the office where Grantor keeps its records concerning the Collateral. (e) Without the express written consent of Secured Party, Grantor shall not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Pledged Stock and shall not create or permit to exist any lien upon or with respect to any of the Pledged Stock, except for security interests permitted under the terms of the Note. (f) Grantor will not seek or permit redemption of the Pledged Stock. (g) Grantor shall not make any disposition of the Collateral without the consent of Secured Party, except in the ordinary course of its business. (hf) Between the date of execution of this Agreement and the time of perfecting the security interest herein, Grantor will not cause any effective financing statement or mortgage of copyright or other instrument similar in effect covering all or any part of the Collateral or Pledged Stock to be filed in any recording office, except such as may have been filed in favor of Secured Party relating to this Agreement or as permitted under the terms of the NoteDebenture.