Maintenance, Custody and Ownership of Tax Lien Files and Records Sample Clauses

Maintenance, Custody and Ownership of Tax Lien Files and Records. On or prior to the Closing Date, the Issuer shall deliver or cause to be delivered the original Tax Lien Certificate for each Tax Lien to the Indenture Trustee, in its capacity as Collateral Agent and Custodian under the Indenture, if Bonds have been issued, or under the Paying Agent and Custody Agreement, if Bonds have not been issued. On the Closing Date, the Issuer shall deliver or cause to be delivered, a copy of the original Tax Lien Certificate for each Tax Lien to the Servicer, and the Servicer shall retain such copy as a part of the Servicer’s Tax Lien File for such Tax Lien. The Servicer shall also maintain, as a part of the Servicer’s Tax Lien File for each Tax Lien (i) copies of any instruments or documents that modify or supplement the terms or conditions of the applicable Tax Lien Certificate, and (ii) all other papers and documents generated by or coming into the possession of the Servicer (including but not limited to, tax receipts, insurance premium receipts, ledger sheets, payment records, insurance claim files and correspondence, foreclosure files and correspondence, current and historical computerized data files, whether developed or originated by the Servicer or others) that are required to document or service such Tax Lien. The Servicer’s Tax Lien Files shall remain a part of the Trust Estate at all times, subject however, to the right of the Servicer to retain copies of the Servicer’s Tax Lien Files for its own purposes, and all such records, documents and instruments in the possession and custody of the Servicer constituting a part of the Servicer’s Tax Lien File relating to such Tax Lien shall be held by the Servicer as the agent and bailee of the Indenture Trustee for purposes of perfecting the Indenture Trustee’s security interest in the Tax Liens, in the event it is determined that such perfection is achieved through possession by the secured party or its agent and bailee as may be contemplated by the Uniform Commercial Code or other applicable Law. On written request of the Indenture Trustee, the Servicer and/or the Collateral Agent and Custodian shall immediately deliver all or any of such records and documents in its possession or custody to the Indenture Trustee, together with a list identifying each Tax Lien to which such records pertain. The Servicer, at its option, may microfilm, microfiche or otherwise condense any records or documents constituting a part of, or relating to, any Tax Lien or the Servicer’s Tax Lien File ex...
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Related to Maintenance, Custody and Ownership of Tax Lien Files and Records

  • Representations and Warranties The Borrower represents and warrants to the Lenders that:

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Taxes The Company shall pay, and shall cause each of its Subsidiaries to pay, prior to delinquency, all material taxes, assessments, and governmental levies except such as are contested in good faith and by appropriate proceedings or where the failure to effect such payment is not adverse in any material respect to the Holders of the Notes.

  • Amendments This Agreement may not be amended, modified or waived as to any particular provision, except by a written instrument executed by all parties hereto.

  • Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.

  • Insurance The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

  • Limitation of Liability No provision hereof, in the absence of any affirmative action by the Holder to exercise this Warrant to purchase Warrant Shares, and no enumeration herein of the rights or privileges of the Holder, shall give rise to any liability of the Holder for the purchase price of any Common Stock or as a stockholder of the Company, whether such liability is asserted by the Company or by creditors of the Company.

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

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