New Material Contracts Sample Clauses

New Material Contracts. No Borrower shall enter into any new agreement, except for: (a) agreements that are reasonably required in the ordinary course of that Borrower's business, so long as the value of or the aggregate liabilities assumed by that Borrower under any one agreement does not exceed $250,000 (or its equivalent in any other currency or currencies) and the aggregate of or the aggregate liabilities assumed by that Borrower under such agreements in any year does not exceed $500,000 (or its equivalent in any other currency or currencies); (b) agreements otherwise permitted or required by the Vessel Contracts to which it is a party and the Finance Documents; or (c) agreements which will be fully performed prior to the Drawdown Date of the relevant Facility to finance that Borrower's Vessel.

New Material Contracts. Within five (5) Business Days after being entered into, Borrower's entry into any new Material Contract, together with a copy thereof and of all related or ancillary documentation.

New Material Contracts. Whenever an Obligor shall enter into a Material Contract, such Obligor shall, as soon as available or practicable and in any event no later than quarterly, together with the officer's certificate delivered pursuant to Section 7.1(d) of the Credit Agreement, provide the Agent with a true and complete copy of such Material Contract and such other related documents as the Agent may reasonably request in a form acceptable to the Agent and, if reasonably requested by the Agent, execute and deliver (or use commercially reasonable efforts to cause to be executed and delivered) to the Agent a collateral assignment of such Material Contract and a consent to such collateral assignment, in each case in a form acceptable to the Agent. Upon the reasonable request of the Agent, an Obligor will do any act, or execute any additional documents required by the Agent to ensure to the Agent the effectiveness and first priority of its security interest in such Material Contract.

New Material Contracts. Whenever a Debtor shall enter into a Material Contract, such Debtor shall provide the Administrative Agent with a true and complete copy of such Material Contract and such other related documents as the Administrative Agent may request in a form acceptable to the Administrative Agent and, if requested by the Administrative Agent, execute and deliver (or cause to be executed and delivered) to the Administrative Agent a collateral assignment of such Material Contract and a consent to such collateral assignment, in each case in a form acceptable to the Administrative Agent. Upon the request of the Administrative Agent, a Debtor will do any act, or execute any additional documents required by the Administrative Agent to ensure to the Administrative Agent the effectiveness and first priority of its security interest in such Material Contract.

New Material Contracts. (a) Without limitation to Section 6.01(h), Affinity shall promptly notify Buyer of any new Material Contract (based on anticipated payments during the twelve (12) months following its execution) proposed to be executed after the date hereof on behalf of Affinity. (b) Affinity acknowledges that any Provider Contract that provides that it may be assigned by Affinity without the applicable Provider’s consent shall be deemed to be assigned to Buyer at and subject to the Closing. Affinity acknowledges and agrees to promptly supply to Buyer, when reasonably requested, such information and materials (including specific answers or responses) required in connection with receipt of any required consents, authorizations, orders and approvals which relate to the provider network, the Provider Contracts and the continuity of services (such information and materials to be in such form as may reasonably be requested for purposes of filings with the applicable regulatory authorities). Without limiting the generality of Section 2.08, with respect to any Provider Contract requiring consent of the Provider to transfer or assign it: (A) this Agreement shall not constitute an agreement to assign or transfer any right, benefit or obligation arising thereunder if an assignment or transfer without the consent of the Provider would constitute a breach or violation thereof or adversely affect the rights of Affinity or Buyer thereunder (however, the foregoing shall not excuse or waive any breach of any representation or warranty contained herein) and (B) before the Closing, Affinity shall use its commercially reasonable efforts to cause such Provider Contract to be assigned with any required consent, and if such consent cannot be obtained, Affinity shall use its commercially reasonable efforts to assist Buyer to obtain its own direct contract on terms acceptable to Buyer. In addition, Affinity shall, to the extent reasonably requested by Buyer, use its commercially reasonable efforts to facilitate introductions to, and meetings with, Providers. Affinity shall provide reasonable access to all information necessary for Buyer to evaluate the extent to which the provider networks of Buyer and Affinity overlap.

New Material Contracts. (a) The Borrower shall not enter into any new contracts or agreements except: (i) any Rig Document (to which in the case of any Rig Drilling Contract, paragraph (b) shall apply); (ii) as required under the Rig Documents or as expressly permitted under the Finance Documents including, without limitation, contracts pursuant to which the Borrower incurs or permits to subsist Permitted Financial Indebtedness in accordance with Clause 20.6 (Financial Indebtedness); (iii) in relation to or pertaining to the Rig any individual contract of employment and/or services between the Borrower and any employee of or service provided to the Borrower, provided that the anticipated liability of the Borrower under all such contracts of employment and/or services does not exceed the relevant line item in the then Approved Quarterly Operating Budget; or (iv) in relation to or pertaining to the Rig with the prior written consent of the Administrative Agent. (b) Prior to entering into any Rig Drilling Contract, the Borrower shall provide to each of the Administrative Agent and the Technical Agent: (i) a copy of the proposed Rig Drilling Contract; and (ii) written confirmation addressed to the Lender that the Rig Drilling Contract complies with the minimum requirements set out in Schedule 4 (Mandatory Rig Drilling Contract Provisions). Within seventy-two (72) hours of receipt by email of the material described in (i) and (ii) above, the Administrative Agent (acting reasonably) will provide or refuse to provide its approval for the Borrower to enter into the relevant Rig Drilling Contract. If no such response is received by or on behalf of the Administrative Agent within the seventy-two (72) hours period described herein, the approval of the Administrative Agent will be deemed to have been received.

New Material Contracts. (a) The Obligors shall use reasonable best efforts to not enter into any new Cable Agreements, leases, licenses, Carrier Agreements, LEC Agreements, or Billing Services Agreements, or materially amend, modify, or extend existing Cable Agreements, IRUs, leases, licenses, Carrier Agreements, LEC Agreements, or Billing Services Agreements, if the effect would be to prohibit (or continue to prohibit) Agent from having a Lien on the rights of any Obligor thereunder or to prohibit disclosure of the terms thereof to Agent. (b) The Obligors shall not enter into any new IRUs, unless any necessary Consent to Assignment Agreement in respect thereof is executed and delivered to Agent concurrently with the execution and delivery of such IRUs.