Further Assurances; General Covenants. Each Lien Grantor covenants as follows:
Further Assurances; General Covenants. Each Pledgor covenants as follows:
Further Assurances; General Covenants. The Borrower covenants as follows:
Further Assurances; General Covenants. QSC covenants as follows:
Further Assurances; General Covenants. (a) HOKU agrees that, from time to time upon the request of TIANWEI, HOKU shall execute and deliver such further documents and diligently perform such other acts and things in any jurisdiction as TIANWEI may reasonably request to fully effect the purposes of this Agreement or to further assure the priority status of the Lien, which shall be subject to no prior Lien (other than Liens securing the obligations to the Senior Lenders) granted pursuant hereto, including, without limitation, (i) executing and filing one or more financing statements pursuant to the UCC naming TIANWEI as secured party, (ii) executing such other filings required under the laws of all jurisdictions necessary or appropriate in the judgment of TIANWEI to perfect or evidence TIANWEI’s security interest in and Lien on the Collateral (including any filings necessary to perfect TIANWEI’s second priority security interest in any Intellectual Property constituting Collateral), (iv) execution of the Collateral Agreements (as defined below) and (v) causing any third party holding Collateral to acknowledge in a signed writing that such third party holds such Collateral solely on behalf of, and for the sole benefit of, TIANWEI and HOKU’S Other Customers. HOKU hereby irrevocably authorizes TIANWEI (or TIANWEI’s designee) at any time and from time to time to execute and file and refile in any jurisdiction any financing statement, continuation statements, any registration of mortgage or other documents, as shall be necessary, appropriate or advisable in the judgment of TIANWEI to create, perfect or evidence its security interest in or Lien on the Collateral subject to no prior Lien (other than Liens securing the obligations to the Senior Lenders), or to enable TIANWEI to obtain the full benefits of this Agreement and to exercise and enforce any of their rights, and remedies with respect to the Collateral. HOKU agrees that a carbon photographic, photostatic or other reproduction of this Agreement or of a financing statement is sufficient as a financing statement. HOKU hereby irrevocably ratifies and approves any filing, registration or recordation in any jurisdiction by or on behalf of TIANWEI (or TIANWEI’s designee) that has occurred prior to the date hereof, of any financing statement, registration of mortgage or otherwise. HOKU agrees to provide to TIANWEI (or TIANWEI’s designees) any and all information required under the UCC or the law of any other applicable jurisdiction for the effective fili...
Further Assurances; General Covenants. So long as any of the Secured Obligations (other than contingent indemnification obligations) remain unsatisfied, each Grantor covenants as follows:
Further Assurances; General Covenants. Each Guarantor covenants as follows:
Further Assurances; General Covenants. Each Grantor covenants as follows: 11 Section 5. As-Extracted Collateral 13 Section 6. Recordable Intellectual Property 13 Section 7. Investment Property 14 Section 8. [Reserved] 15 Section 9. Cash Collateral Accounts 15 Section 10. Commercial Tort Claims 15 Section 11. Transfer of Record Ownership 15 Section 12. Right to Vote Securities 15 Section 13. [Reserved] 16 Section 14. Remedies upon Event of Default 16 Section 15. Application of Proceeds 17 Section 16. [Reserved.] 18 Section 17. Authority to Administer Collateral 18 Section 18. Limitation on Duty in Respect of Collateral 19 Section 19. General Provisions Concerning the Collateral Agent 19 Section 20. Termination of Transaction Liens; Release of Collateral 20 Section 21. Additional Guarantors and Grantors 20 Section 22. [Reserved.] 20 Section 23. Notices 20 Section 24. No Implied Waivers; Remedies Not Exclusive 20 Section 25. Successors and Assigns 21 Section 26. Amendments and Waivers 21 Section 27. Choice of Law 21 Section 28. Waiver of Jury Trial 21 Section 29. Severability 21 Section 30. Conflicts with Note Documents 22 Section 31. Entire Agreement 22 Section 32. Concerning the Collateral Agent 22 SCHEDULES: Schedule 1 Subsidiary Guarantors Schedule 2 Jurisdiction of Formation Schedule 3 Equity Interests in Subsidiaries and Affiliates Owned by Grantors Schedule 4 Other Investment Property Owned by Grantors Schedule 5 Material Commercial Tort Claims Schedule 6 Material Contracts with Governmental Authorities Schedule 7 Locations of Equipment and Inventory Schedule 8 Locations of active mine sites or preparation plants and As-Extracted Collateral Schedule 9 Material Licenses Schedule 10 Material Coal Supply Agreements Schedule 11 Registered Intellectual Property EXHIBITS: Exhibit A Security Agreement Supplement Exhibit B Copyright Security Agreement Exhibit C Patent Security Agreement Exhibit D Trademark Security Agreement AMENDED AND RESTATED SECURITY AGREEMENT THIS AMENDED AND RESTATED SECURITY AGREEMENT dated as of December 17, 2019 (“Agreement”) among CLOUD PEAK ENERGY RESOURCES LLC, a Delaware limited liability company (the “Company”), CLOUD PEAK ENERGY FINANCE CORP., a Delaware corporation (the “Co-issuer” and, together with the Company, the “Issuers”), CLOUD PEAK ENERGY INC., a Delaware corporation (the “Parent Guarantor”), the Subsidiary Guarantors (as defined herein) listed on Schedule 1 hereto, and WILMINGTON SAVINGS FUND SOCIETY, FSB, a federal savings bank, solely in its capacity as ...
Further Assurances; General Covenants. The Buyer covenants as follows:
Further Assurances; General Covenants. The Mortgagor covenants as follows: (a) The Mortgagor will execute and file such financing or continuation statements, or amendments thereto, and such other instruments or notices as may be necessary, as are required by applicable law, or as the Mortgagee may reasonably request, in order to perfect and preserve the Lien granted or purported to be granted by this Mortgage.
