Issuer’s Obligations Sample Clauses

Issuer’s Obligations. (a) The Issuer (and following an Issuer Event of Default and service of a Notice to Pay on the Guarantor, the Guarantor) must: (i) provide, in a timely manner, all information, data and documentation in its possession required by the Canadian Agent to properly carry out the duties described in this supplemental agreement, including information on all events which concern or relate to the Canadian Agent’s obligations under this supplemental agreement; (ii) ensure that all information, data and documentation provided by it to the Canadian Agent is accurate and complete; and (iii) promptly provide any other information and assistance reasonably requested by the Canadian Agent in connection with this supplemental agreement. (b) To the extent permitted by law, the Canadian Agent excludes liability for any loss or damage suffered by the Issuer (and following an Issuer Event of Default and service of a Notice to Pay on the Guarantor, the Guarantor) or a holder of Canadian Covered Bonds as a direct or indirect result of any failure by the Issuer (or, as applicable, the Guarantor) to comply with clause 7(a), or as a result of the Canadian Agent acting in accordance with an instruction or request of the Issuer (or, as applicable, the Guarantor) in circumstances where the Canadian Agent is properly performing the duties in accordance with this supplemental agreement.

Issuer’s Obligations. During the effectiveness of this Agreement, the Issuer, in addition to the obligations to be undertaken in the Deed, especially agrees to: (i) promptly provide the Debentureholder with the clarifications necessary to follow up on the obligations agreed upon under this Agreement; (ii) provide the Debentureholder with a copy of any correspondence or judicial or extrajudicial notice that has been received which may jeopardize its capacity to comply with the obligations undertaken in this Agreement and the Deed, within two (2) business days following its receipt; (iii) keep up to date on its obligations and those of its controlled companies in relation to federal, state and municipal taxes, social security contributions and obligations related to the Unemployment Compensation Fund (Fundo de Garantia por Tempo de Serviço) — FGTS, as well as good standing with all the other competent public agencies; (iv) invest the funds related to the investment of Debentureholder as regulated in this Agreement in accordance with the Use of Proceeds referred to in Section 2 above; (v) send to Debentureholder a receipt confirming the receipt of payment of Debentures within two (2) business days counted as of the Payment Date; (vi) send to Debentureholder a certified copy of the Register of Registered Debenture of the Issuer, duly updated with the entry of Debenture subscribed to by the Debentureholder, in addition to the Opening Instrument and the Closing Instrument contained in said Register, within three (3) business days counted as of the corresponding subscription to Debenture by the Debentureholder; (vii) not change its capital stock and/or the number and the kind of shares into which it is divided, except as provided in this Agreement; (viii) not distribute dividends and/or interest on capital; and (ix) conduct its businesses and operations in the regular course of business.

Issuer’s Obligations. The Issuer’s liability to the Debenture Trustee and the Debenture Holders shall not be discharged till the Final Settlement Date. For the avoidance of doubt, notwithstanding that the Issuer may have paid all amounts due to Debenture Trustee or any of the Debenture Holders under the Debenture Documents, the Issuer shall remain liable to such Debenture Holder or Debenture Trustee if, as a result of any sharing arrangement amongst the Debenture Holders, or between Debenture Holders and the Debenture Trustee, such Debenture Holder or Debenture Trustee is obliged to share the payments made by the Issuer and consequently the obligations owing to such Debenture Holder or Debenture Trustee under the Debenture Documents are still owing, due or payable.

Issuer’s Obligations. The Issuer and each New Issuer acknowledges and agrees that its obligations under this Indenture, any Supplemental Indenture and any Note are joint and several, provided, however, that no New Issuer shall be liable for any such obligations of any other Issuer in respect of Notes or a Series of Notes that were issued prior to the time that such New Issuer became an Issuer pursuant to any Supplemental Indenture unless it expressly agrees to be so liable.

Issuer’s Obligations. Subject to the terms and conditions of this Agreement, and in reliance on the representations, warranties and undertakings of the Applicant set out herein, the Issuer shall issue an insurance-based guaranty on a difference in conditions basis for the Vessels (the “Guaranty”). The Issuer shall use its best efforts to cause such Guaranty to be accepted by the U.S. Coast Guard for the issuance of COFRs for the Vessels, however, THE ISSUER MAKES NO REPRESENTATION OR WARRANTY NOR SHALL IT BE DEEMED TO HAVE MADE ANY REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, AS TO THE PRESENT OR CONTINUED ACCEPTABILITY OR SUITABILITY OF THE GUARANTY FOR PURPOSES OF THE ISSUANCE OF COFRS FOR THE VESSELS, NOR DOES THE ISSUER MAKE, NOR SHALL IT BE DEEMED TO HAVE MADE, ANY REPRESENTATION OR WARRANTY, EITHER EXPRESS OR IMPLIED, THAT COFRS WILL BE ISSUED FOR THE VESSELS, OR ANY OF THEM, OR AS TO THE CONTINUED VALIDITY OF ANY COFRS THAT ARE ISSUED FOR THE VESSELS, OR ANY OF THEM. In the event that the Guaranty is not acceptable or should become unacceptable for purposes of obtaining COFRs for the Vessel(s), this Agreement shall be terminated.

Issuer’s Obligations. The Issuer’s obligations shall include the following: A. Retain GKB as its investment banker to act as bond underwriter, structuring agent or placement agent for and related to the Transaction; B. Cooperate with GKB in the proper development of the Transaction and provide all pertinent information needed to support successfully underwritten or privately placed bonds or loan(s) on behalf of the Issuer; C. Retain a nationally recognized firm of bond attorneys and utilize the services of the Issuer’s attorney; D. Pay for, or arrange for the payment of, all costs of legal advice, printed matter (informational brochures, bond printing, Preliminary and Final Official Statements), advertising, engineering, bond ratings, bond insurance premium, required audits and other professional services; E. Reimburse GKB for all reasonable costs and expenses incurred by GKB that are related to the Transaction, including but not limited to reasonable travel expenses to meet with the Issuer, or rating agencies, if any; F. Pay GKB, or arrange for the payment to GKB of an underwriting fee, structuring agent fee or placement agent fee for and related to the Transaction of 0.75% of the total production of the Project bonds or loan(s) issued.

Issuer’s Obligations. (a) The Issuer’s obligations under these Terms (including in relation to the deferred purchase of the Delivery Assets) are direct obligations of the Issuer.

Issuer’s Obligations. Notwithstanding anything herein to the contrary, the Issuer’s and Trustee’s payment obligations hereunder are payable as additional required payments under the Indenture.

Issuer’s Obligations. Notwithstanding any provisions herein to the contrary, but subject to and without limitation of any right under the Joint Operating Agreement or Management Services Agreement to net or offset amounts owing to Issuer against any Assumed Liabilities owing by Issuer, all out-of-pocket payment obligations of Issuer under or in connection with this Agreement are nonrecourse obligations of Issuer payable solely from the Collateral (as defined in the Indenture) in accordance with the priorities set forth in Section 8.06 of the Indenture, and following realization of the Collateral and its reduction to zero, any claims of a Person against Issuer under this Agreement shall be extinguished and shall not thereafter revive. It is understood that the foregoing provision shall not limit the right of any Person claiming hereunder to name Issuer as a party defendant in any proceeding or in the exercise of any other remedy, so long as no judgment in the nature of a deficiency judgment shall be asked for or (if obtained) enforced against Issuer.