Common use of General Covenants of the Company Clause in Contracts

General Covenants of the Company. (a) The Company shall use commercially reasonable efforts to cause the Minimum Investment Requirement to be achieved, and to cause the Project to be completed, during the Investment Period. The Company agrees that the Project shall at all times be operated in a manner which complies with the Affordable Housing Requirements. None of the Workforce/Affordable Housing Units shall be or be rented as Short Term Housing Units at any time. (b) The Company agrees to pay or reimburse the County for all Administration Expenses of the County related to this Agreement, when and as they shall become due, but in no event later than the date which is the earlier of any payment date expressly provided for in this Agreement or the date which is forty- five (45) days after receiving written notice from the County, accompanied by such supporting documentation as may be necessary to evidence the County’s right to receive such payment, specifying the nature of the expense and requesting payment of the same. In the event that the Company fails to timely pay or reimburse Administration Expenses in accordance with this subsection, the County may reduce the Special Source Credits provided hereunder to offset such unpaid Administration Expenses. (c) The Company agrees to maintain and make available to the County at reasonable times and with reasonable notice such books and records with respect to the Project as shall permit verification of the Company’s compliance with the Affordable Housing Requirements and the certifications submitted to the County pursuant to Section 3.02(d) hereof. Without limiting the generality of the foregoing, the Company shall for each Workforce/Affordable Housing Unit obtain and complete annually with the tenant the Income Certification in the form attached as Exhibit B attached hereto, with such modifications as the County Administrator may deem appropriate. The Company, may, by clear, written designation, conspicuously marked, designate with respect to any book and records delivered or made available to the County segments thereof that the Company believes contain proprietary, confidential or trade secret matters. The County shall comply with all reasonable written requests made by the Company with respect to maintaining the confidentiality of such designated segments. Except to the extent required by law, the County shall not release information which has been designated as confidential or proprietary by the Company. (d) The Company covenants and agrees to operate the Project in a manner that at all times complies with and satisfies the Affordable Housing Requirements.

Appears in 6 contracts

Samples: Special Source Credit Agreement, Special Source Credit Agreement, Special Source Credit Agreement

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General Covenants of the Company. The Company represents, warrants and covenants with the Warrant Agent for the benefit of the Warrant Agent and the Warrantholders that: (a1) The Company will at all times, so long as any Warrants remain outstanding or issuable hereunder, maintain its existence, unless otherwise inconsistent with the fiduciary duties of the board of directors of the Company, and will keep or cause to be kept proper books of account in accordance with applicable law until the Time of Expiry. (2) The Company is duly authorized to create and issue the Warrants to be issued hereunder and the Warrants, when Authenticated, will be legal, valid, binding and enforceable obligations of the Company. (3) The Company will reserve and keep available a sufficient number of Warrant Shares for the purpose of enabling the Company to satisfy its obligations to issue Common Shares upon the exercise of the Warrants, and all Warrants Shares shall, when issued as provided herein, be valid and enforceable against the Company. (4) The Company will cause the Warrant Shares from time to time subscribed for pursuant to the Warrants issued by the Company hereunder, in the manner herein provided, to be duly issued in accordance with the Warrants and the terms hereof. (5) All Warrant Shares that shall be issued by the Company upon exercise of the rights provided for herein shall be issued as fully paid and non-assessable Common Shares of the Company. (6) The Company will use commercially reasonable efforts to cause ensure that the Minimum Investment Requirement Warrants, and the Common Shares outstanding on the date hereof and issuable from time to time on the exercise of the Warrants, continue to be achievedor are listed and posted for trading on the CSE (or such other Canadian stock exchange acceptable to the Company), and to cause provided that this Section 4.1(6) shall not be construed as limiting or restricting the Project Company from completing a consolidation, amalgamation, arrangement, takeover bid, merger or other form of business combination that would result in the Warrants and/or the Common Shares ceasing to be completedlisted and posted for trading on such exchanges, during so long as the Investment Period. The Company agrees that holders of Common Shares have approved the Project shall at all times be operated transaction in a manner which complies accordance with the Affordable Housing Requirements. None requirements of applicable corporate and securities laws and the Workforce/Affordable Housing Units shall be policies of such exchanges or be rented as Short Term Housing Units at any timethe holders of Common Shares receive securities of an entity which is listed on a stock exchange in North America or cash. (b7) The Company agrees to pay or reimburse the County for all Administration Expenses of the County related to this Agreement, when and as they shall become due, but in no event later than the date which is the earlier of any payment date expressly provided for in this Agreement or the date which is forty- five (45) days after receiving written notice from the County, accompanied by such supporting documentation as may be necessary to evidence the County’s right to receive such payment, specifying the nature of the expense and requesting payment of the same. In the event that the Company fails to timely pay or reimburse Administration Expenses in accordance with this subsection, the County may reduce the Special Source Credits provided hereunder to offset such unpaid Administration Expenses. (c) The Company agrees to maintain and make available to the County at reasonable times and with reasonable notice such books and records with respect to the Project as shall permit verification of the Company’s compliance with the Affordable Housing Requirements and the certifications submitted to the County pursuant to Section 3.02(d) hereof. Without limiting the generality of the foregoing, the Company shall for each Workforce/Affordable Housing Unit obtain and complete annually with the tenant the Income Certification in the form attached as Exhibit B attached hereto, with such modifications as the County Administrator may deem appropriate. The Company, may, by clear, written designation, conspicuously marked, designate with respect to any book and records delivered or made available to the County segments thereof that the Company believes contain proprietary, confidential or trade secret matters. The County shall comply with all reasonable written requests made by the Company with respect to maintaining the confidentiality of such designated segments. Except to the extent required by lawthat the Company participates in a takeover bid, consolidation, merger, arrangement, amalgamation, or other form of business combination transaction, the County shall Company will use its commercially reasonable efforts to maintain its status as a "reporting issuer" (or the equivalent thereof) in each of the provinces of Canada and other Canadian jurisdictions in which it is currently or becomes a reporting issuer, make all requisite filings under applicable Securities Laws including those necessary to remain a reporting issuer not release information which has been designated as confidential in default of the requirements of the applicable Securities Laws of such province or proprietary by jurisdiction, until the CompanyTime of Expiry. (d8) The Company will perform and carry out all of the acts or things to be done by it as provided in this Indenture. (9) The Company will not take any action or omit to take any action which would have the effect of preventing the Warrantholders from receiving any of the Warrant Shares issuable upon the exercise of the Warrants. (10) The Company will promptly advise the Warrant Agent and the Warrantholders in writing of any breach or default under the terms of this Indenture no later than five (5) Business Days following the occurrence of such breach or default. (11) If, in the opinion of counsel, any instrument is required to be filed with, or any permission, order or ruling is required to be obtained from any securities regulatory authority, or any other step is required under any federal or provincial law of Canada before the Warrant Shares may be issued and delivered to a Warrantholder, the Company covenants and agrees that it will use its best efforts to operate file such instrument, obtain such permission, order or ruling or take all such other actions, at its expense, as is required or appropriate in the Project in a manner that at all times complies with and satisfies the Affordable Housing Requirementscircumstances.

Appears in 5 contracts

Samples: Warrant Indenture (Planet 13 Holdings Inc.), Warrant Indenture (Planet 13 Holdings Inc.), Warrant Indenture (Planet 13 Holdings Inc.)

General Covenants of the Company. (a) The Company shall use commercially reasonable efforts to cause the Minimum Investment Requirement to be achieved, and to cause the Project to be completed, during the Investment Period. The Company agrees that the Project shall at all times be operated in a manner which complies with the Affordable Housing Requirements. None of the Workforce/Affordable Total Housing Units shall be or be rented as Short Term Housing Units at any time. (b) The Company agrees to pay or reimburse the County for all Administration Expenses of the County related to this Agreement, when and as they shall become due, but in no event later than the date which is the earlier of any payment date expressly provided for in this Agreement or the date which is forty- five (45) days after receiving written notice from the County, accompanied by such supporting documentation as may be necessary to evidence the County’s right to receive such payment, specifying the nature of the expense and requesting payment of the same. In the event that the Company fails to timely pay or reimburse Administration Expenses in accordance with this subsection, the County may reduce the Special Source Credits provided hereunder to offset such any unpaid Administration Expenses. (c) The Company agrees to maintain and make available to the County at reasonable times and with reasonable notice such books and records with respect to the Project as shall will permit verification of the Company’s compliance with the Affordable Housing Requirements and the certifications submitted to the County pursuant to Section 3.02(d) hereof. Without limiting the generality of the foregoingforegoing sentence, the Company shall for each Workforce/Affordable Housing Unit obtain and complete annually with the tenant the Income Certification in the form attached as Exhibit B attached hereto, with such modifications as the County Administrator may deem appropriate. The Company, may, by clear, written designation, conspicuously marked, designate with respect to any book and records delivered or made available to the County segments thereof that the Company believes contain proprietary, confidential or trade secret matters. The County shall comply with all reasonable written requests made by the Company with respect to maintaining the confidentiality of such designated segments. Except to the extent required by law, the County shall not release information which has been designated as confidential or proprietary by the Company. (d) The Company covenants and agrees to operate the Project in a manner that at all times complies with and satisfies the Affordable Housing Requirements.

Appears in 2 contracts

Samples: Special Source Credit Agreement, Special Source Credit Agreement

General Covenants of the Company. The Company covenants with the Warrant Agent for the benefit of the Warrant Agent and the Warrantholders that so long as this indenture has not been terminated pursuant to section 1.9 hereof: (a1) The Company shall use commercially reasonable efforts to cause the Minimum Investment Requirement to be achieved, and to cause the Project to be completed, during the Investment Period. The Company agrees that the Project shall will at all times be operated use its best efforts to maintain its existence and carry on and conduct its business in a prudent manner which complies in accordance with industry standards and good business practice, will keep or cause to be kept proper books of account in accordance with applicable law and will, if and whenever required in writing by the Warrant Agent, file with the Affordable Housing Requirements. None Warrant Agent copies of all annual statements of the Workforce/Affordable Housing Units shall be or be rented as Short Term Housing Units at any timeCompany furnished to its shareholders during the term of this Indenture. (b2) The Company agrees will reserve and keep available a sufficient number of Subject Securities for issuance upon the exercise of Warrants issued or to pay or reimburse the County for all Administration Expenses of the County related to this Agreement, when and as they shall become due, but in no event later than the date which is the earlier of any payment date expressly provided for in this Agreement or the date which is forty- five (45) days after receiving written notice from the County, accompanied by such supporting documentation as may be necessary to evidence the County’s right to receive such payment, specifying the nature of the expense and requesting payment of the same. In the event that the Company fails to timely pay or reimburse Administration Expenses in accordance with this subsection, the County may reduce the Special Source Credits provided hereunder to offset such unpaid Administration Expenses. (c) The Company agrees to maintain and make available to the County at reasonable times and with reasonable notice such books and records with respect to the Project as shall permit verification of the Company’s compliance with the Affordable Housing Requirements and the certifications submitted to the County pursuant to Section 3.02(d) hereof. Without limiting the generality of the foregoing, the Company shall for each Workforce/Affordable Housing Unit obtain and complete annually with the tenant the Income Certification in the form attached as Exhibit B attached hereto, with such modifications as the County Administrator may deem appropriate. The Company, may, by clear, written designation, conspicuously marked, designate with respect to any book and records delivered or made available to the County segments thereof that the Company believes contain proprietary, confidential or trade secret matters. The County shall comply with all reasonable written requests made by the Company with respect to maintaining the confidentiality of such designated segments. Except to the extent required by law, the County shall not release information which has been designated as confidential or proprietary issued by the Company. (d3) The Company covenants will cause the Subject Securities from time to time subscribed for pursuant to the Warrants issued by the Company hereunder, in the manner herein provided, to be duly issued in accordance with the Warrants and agrees the terms hereof. (4) The Company will cause the certificates representing the Subject Securities from time to operate time to be acquired pursuant to the Project exercise of the Warrants in a the manner herein provided, to be duly issued and delivered in accordance with the Warrants and the terms thereof and hereof. (5) All Subject Securities that at shall be issued by the Company upon exercise of the rights provided for herein, upon payment of the Exercise Price, shall be issued as fully paid and non-assessable shares. (6) The Company will well and truly perform and carry out all times complies with the acts and satisfies things to be done by it as provided in this Indenture. (7) Following the Affordable Housing Requirementscompletion of an IPO by the Company, the Company will provide to each Warrantholder copies of all financial statements sent to registered holders of Common Shares from the date hereof and while any Warrants remain outstanding. (8) The Company will promptly advise the Warrant Agent and the Warrantholders in writing of any material default by the Company under the terms of this Indenture.

Appears in 2 contracts

Samples: Purchase Warrant Indenture (Peru Copper Inc), Purchase Warrant Indenture (Peru Copper Inc.)

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General Covenants of the Company. (a) The Company shall use commercially reasonable efforts to cause the Minimum Investment Requirement to be achieved, and to cause the Project to be completed, during the Investment Period. The Company agrees that the Project shall at all times be operated in a manner which complies with the Affordable Housing Requirements. None of the Workforce/Affordable Total Housing Units shall be or be rented as Short Term Housing Units at any time. (b) The Company agrees to pay or reimburse the County for all Administration Expenses of the County related to this Agreement, when and as they shall become due, but in no event later than the date which is the earlier of any payment date expressly provided for in this Agreement or the date which is forty- forty-five (45) days after receiving written notice from the County, accompanied by such supporting documentation as may be necessary to evidence the County’s right to receive such payment, specifying the nature of the expense and requesting payment of the same. In the event that the Company fails to timely pay or reimburse Administration Expenses in accordance with this subsection, the County may reduce the Special Source Credits provided hereunder to offset such unpaid Administration Expenses. (c) The Company agrees to maintain and make available to the County at reasonable times and with reasonable notice such books and records with respect to the Project as shall permit verification of the Company’s compliance with the Affordable Housing Requirements and the certifications submitted to the County pursuant to Section 3.02(d) hereof. Without limiting the generality of the foregoing, the Company shall for each Workforce/Affordable Housing Unit obtain and complete annually with the tenant the Income Certification in the form attached as Exhibit B attached hereto, with such modifications as the County Administrator may deem appropriate. The Company, may, by clear, written designation, conspicuously marked, designate with respect to any book and records delivered or made available to the County segments thereof that the Company believes contain proprietary, confidential or trade secret matters. The County shall comply with all reasonable written requests made by the Company with respect to maintaining the confidentiality of such designated segments. Except to the extent required by law, the County shall not release information which has been designated as confidential or proprietary by the Company. (d) The Company covenants and agrees to operate the Project in a manner that at all times complies with and satisfies the Affordable Housing Requirements.

Appears in 1 contract

Samples: Special Source Credit Agreement

General Covenants of the Company. (a) The Company shall use commercially reasonable efforts to cause the Minimum Investment Requirement to be achieved, and to cause the Project to be completed, during the Investment Period. The Company agrees that the Project shall at all times be operated in a manner which complies with the Affordable Housing Requirements. None of the Workforce/Affordable Total Housing Units shall be or be rented as Short Term Housing Units at any time. (b) The Company agrees to pay or reimburse the County for all Administration Expenses of the County related to this Agreement, when and as they shall become due, but in no event later than the date which is the earlier of any payment date expressly provided for in this Agreement or the date which is forty- five (45) days after receiving written notice from the County, accompanied by such supporting documentation as may be necessary to evidence the County’s right to receive such payment, specifying the nature of the expense and requesting payment of the same. In the event that the Company fails to timely pay or reimburse Administration Expenses in accordance with this subsection, the County may reduce the Special Source Credits provided hereunder to offset such unpaid Administration Expenses. (c) The Company agrees to maintain and make available to the County at reasonable times and with reasonable notice such books and records with respect to the Project as shall permit verification of the Company’s compliance with the Affordable Housing Requirements and the certifications submitted to the County pursuant to Section 3.02(d) hereof. Without limiting the generality of the foregoing, the Company shall for each Workforce/Affordable Housing Unit obtain and complete annually with the tenant the Income Certification in the form attached as Exhibit B attached hereto, with such modifications as the County Administrator may deem appropriate. The Company, may, by clear, written designation, conspicuously marked, designate with respect to any book and records delivered or made available to the County segments thereof that the Company believes contain proprietary, confidential or trade secret matters. The County shall comply with all reasonable written requests made by the Company with respect to maintaining the confidentiality of such designated segments. Except to the extent required by law, the County shall not release information which has been designated as confidential or proprietary by the Company. (d) The Company covenants and agrees to operate the Project in a manner that at all times complies with and satisfies the Affordable Housing Requirements.

Appears in 1 contract

Samples: Special Source Credit Agreement

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