Common use of Positive Obligations Clause in Contracts

Positive Obligations. The Chargor must: (a) carry on its business in a proper and efficient way and obtain, renew and maintain all material licences, consents and approvals advisable in connection with the Chargor's business; and (b) maintain proper and adequate books and records in accordance with applicable accounting standards; and (c) pay when due the Taxes assessed, levied or imposed on the Chargor (other than those being contested in good faith, provided sufficient reserves have been set aside to meet the potential liability), the Charged Property or the Financier in connection with the Charged Property; and (d) comply with each term of each material lease and material contract to which it is a party unless the term is the subject of a bona fide dispute or is legally unenforceable; and (e) ensure that each of its Subsidiaries complies with clauses 4.1(a), (b), (c) and (d) for its own business and property; and (f) ensure that each of its Subsidiaries has granted and registered or promptly grants and registers a charge to the Financier over all of its property, assets and rights in form and substance satisfactory to the Financier; (g) comply with all laws and with the mandatory requirements of any Public Authority and promptly carry out work required by a Public Authority concerning the Charged Property except where the requirement to do so is being contested in good faith; and (h) do everything necessary to ensure no Event of Default occurs; and (i) prosecute and defend (at the Chargor's expense) all legal proceedings which are advisable, or which the Financier advises the Chargor that it considers advisable, to avoid a material adverse effect on the Charged Property; and (j) protect the Charged Property, keep it in good repair and good working condition and, if requested by the Financier, replace any part of the Charged Property which, in the Financier's opinion, needs replacement; and (k) give the Financier the certificates of title and other documents evidencing title to that part of the Charged Property over which the Charge is a fixed charge as soon as they are available to the Chargor or its agents; and (l) promptly give the Financier the Security Interests (and documents in connection with the Security Interests) in favour of the Chargor which secure the performance of any obligation or the payment of any money owed to the Chargor; and (m) take whatever action the Financier reasonably requires in connection with environmentally hazardous substances.

Appears in 2 contracts

Samples: Fixed and Floating Charge (Sizzler International Inc), Fixed and Floating Charge (Sizzler International Inc)

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Positive Obligations. The Chargor mustTenant agrees during the Term to: (a) carry pay the entire amount of Rent pursuant to Clause 2.1 via SPEEDHOME by charging his credit or debit card or paying through online banking through a third-party payment portal on its business or before the Rent is due; (b) except as provided otherwise in a proper Item 11 of Schedule A, pay all charges and efficient way outgoings in respect of water, electricity, telecommunications, internet, sewage, refuse removal and obtain, renew and maintain all material licences, consents and approvals advisable other utilities (as applicable) supplied to or consumed within or in connection with the Chargor's business; and (b) maintain proper and adequate books and records in accordance with applicable accounting standards; andProperty; (c) pay when all late payment penalty charges related to utilities and re-connection of supply charges if it was disconnected due the Taxes assessed, levied or imposed on the Chargor (other than those being contested in good faith, provided sufficient reserves have been set aside to meet the potential liability), the Charged Property or the Financier in connection with the Charged Property; andlate payment; (d) observe and comply with each term the requirements of each material lease all laws and material contract bylaws set by the management body of the Property, regulations, and of any governmental, public or competent authority, applicable to which it is a party unless the term is Property, regardless of whether such requirements are imposed on the subject owner of a bona fide dispute the Property or is legally unenforceable; andany other relevant persons; (e) ensure that each of permit the Landlord or its Subsidiaries complies agents (with clauses 4.1(aor without workmen), (b)at reasonable times with prior reasonable notice, (c) to enter and (d) for its own business and property; andexamine the condition of the Property; (f) permit the Landlord or its agents, at reasonable times with prior reasonable notice during the 1 month preceding the expiration of the Term, to:- i. bring any person to view the Property for the purpose of re-letting the Property provided that the Landlord shall ensure that each of its Subsidiaries has granted and registered or promptly grants and registers a charge the least inconvenience is caused to the Financier over all Tenant during such visits; and ii. enter the Property for the purpose of its property, assets and rights in form and substance satisfactory to the Financierchecking any unpaid utility xxxx; (g) comply with all laws and with provide the mandatory requirements original copy of any Public Authority and promptly carry out work required by a Public Authority concerning utility xxxx in respect of the Charged Property except where at the requirement to do so is being contested in good faith; andrequest of the Landlord; (h) do everything necessary indemnify and keep safe the Landlord against all claims, demands, proceedings costs, charges, expenses, penalties, and fines arising out of or in consequence of any damage, injury or loss caused to ensure no Event or suffered by the servants, agents, licensees or invitees of Default occurs; andthe Tenant owing to the negligence of the Tenant; (i) prosecute and defend (at grant SPEEDHOME the Chargor's expense) all legal proceedings which are advisableright to approach the Joint Management Body, Management Corporation, or which the Financier advises the Chargor that it considers advisableproperty management companies (if relevant, to avoid a material adverse effect whichever is applicable) on the Charged Property; andTenant’s behalf for purposes directly and indirectly relevant to this Agreement; (j) protect notify SPEEDHOME if payment of Rent has been done or will be done directly to the Charged Property, keep it in good repair and good working condition and, if requested by the Financier, replace any part of the Charged Property which, in the Financier's opinion, needs replacementLandlord; and (k) give the Financier the certificates observe any other Additional Terms set out in Item 11 of title and other documents evidencing title to that part of the Charged Property over which the Charge is a fixed charge as soon as they are available to the Chargor or its agents; and (l) promptly give the Financier the Security Interests (and documents in connection with the Security Interests) in favour of the Chargor which secure the performance of any obligation or the payment of any money owed to the Chargor; and (m) take whatever action the Financier reasonably requires in connection with environmentally hazardous substances.Schedule A.

Appears in 1 contract

Samples: Tenancy Agreement

Positive Obligations. The Chargor Borrower must:, and must ensure that each Borrower Party (unless the Agent, on the instructions of the Required Lenders, otherwise consents): (a) (CARRY ON BUSINESS) carry on its business in a proper and efficient way and the ordinary course; (b) (AUTHORISATIONS) obtain, renew and maintain (and provide to the Agent as soon as practicable after reasonable request copies of) all material licencesAuthorisations that are necessary or advisable for the proper and efficient conduct of its business where a failure to do so would have a Material Adverse Effect and for: (i) the execution, consents delivery and approvals advisable in connection with performance by it, and the Chargor's businessvalidity and enforceability, of each Relevant Document; and (bii) the effectiveness as a Security Interest (with the priority contemplated in it) of each Collateral Security, to which it is a party; (c) (MAINTAIN BOOKS) maintain proper and adequate books and records in accordance with applicable accounting standardsAccounting Standards and the requirements of all laws; (d) (MAINTAIN STANDING) maintain: (i) its registration in the place of its registration as at the date of this document; and (cii) pay when due the Taxes assessedits good standing, levied or imposed and ensure that it remains entitled to carry on the Chargor (other than those being contested business and own property in good faith, provided sufficient reserves have been set aside to meet the potential liability), the Charged Property or the Financier in connection with the Charged Property; and (d) comply with each term of each material lease and material contract to which it is a party unless the term is the subject of a bona fide dispute or is legally unenforceable; andall applicable jurisdictions; (e) ensure that each of (MAINTAIN INSURANCE) comply with its Subsidiaries complies with clauses 4.1(a), (b), (c) obligations to insure and (d) for its own business and property; andmaintain insurance in the Financing Documents; (f) ensure that each of (MAINTAIN INTELLECTUAL PROPERTY) maintain, preserve and protect all Intellectual Property material to its Subsidiaries has granted and registered or promptly grants and registers a charge to the Financier over all of its property, assets and rights business in form and substance satisfactory to the Financieraccordance with prudent business practice; (g) comply with all laws (MAINTAIN PHYSICAL ASSETS) maintain its physical assets useful or necessary to its business subject to a Collateral Security in a good state of repair, fair wear and with tear excepted, and replace such assets whenever necessary for the mandatory requirements proper and efficient conduct of any Public Authority and promptly carry out work required by a Public Authority concerning the Charged Property except where the requirement to do so is being contested in good faith; andits business; (h) do everything necessary to ensure no Event of Default occurs; and(SECURED PROPERTY): (i) prosecute and defend (at remedy any defect in its or the ChargorAgent's expense) all legal proceedings which are advisable, or which title to the Financier advises the Chargor that it considers advisable, to avoid a material adverse effect on the Charged Secured Property; and (j) protect the Charged Property, keep it in good repair and good working condition and, if requested by the Financier, replace any part of the Charged Property which, in the Financier's opinion, needs replacement; and (k) give the Financier the certificates of title and other documents evidencing title to that part of the Charged Property over which the Charge is a fixed charge as soon as they are available to the Chargor or its agents; and (l) promptly give the Financier the Security Interests (and documents in connection with the Security Interests) in favour of the Chargor which secure the performance of any obligation or the payment of any money owed to the Chargor; and (m) take whatever action the Financier reasonably requires in connection with environmentally hazardous substances.

Appears in 1 contract

Samples: Syndicated Facility Agreement (Penford Corp)

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Positive Obligations. The Chargor mustTenant agrees during the Term to: (a) carry pay the entire amount of Rent pursuant to Clause 2.1 via SPEEDHOME by charging his credit or debit card or paying through online banking through a third-party payment portal on its business or before the Rent is due; (b) except as provided otherwise in a proper Item 12 of Schedule A, pay all charges and efficient way outgoings in respect of water, electricity, telecommunications, internet, sewage, refuse removal and obtain, renew and maintain all material licences, consents and approvals advisable other utilities (as applicable) supplied to or consumed within or in connection with the Chargor's business; and (b) maintain proper and adequate books and records in accordance with applicable accounting standards; andProperty; (c) pay when due observe and comply with the Taxes assessedrequirements of all laws and bylaws set by the management body of the Property, levied regulations, and of any governmental, public or competent authority, applicable to the Property, regardless of whether such requirements are imposed on the Chargor (other than those being contested in good faith, provided sufficient reserves have been set aside to meet owner of the potential liability), the Charged Property or the Financier in connection with the Charged Property; andany other relevant persons; (d) comply permit the Landlord or its agents (with each term or without workmen), at reasonable times with prior reasonable notice, to enter and examine the condition of each material lease and material contract to which it is a party unless the term is the subject of a bona fide dispute or is legally unenforceable; andProperty; (e) permit the Landlord or its agents, at reasonable times with prior reasonable notice during the 1 month preceding the expiration of the Term, to:- i. bring any person to view the Property for the purpose of re-letting the Property provided that the Landlord shall ensure that each of its Subsidiaries complies with clauses 4.1(a), (b), (c) and (d) for its own business and propertythe least inconvenience is caused to the Tenant during such visits; and ii. enter the Property for the purpose of checking any unpaid utility xxxx; (f) ensure that each indemnify and keep safe the Landlord against all claims, demands, proceedings costs, charges, expenses, penalties, and fines arising out of its Subsidiaries has granted and registered or promptly grants and registers a charge in consequence of any damage, injury or loss caused to or suffered by the servants, agents, licensees or invitees of the Tenant owing to the Financier over all negligence of its property, assets and rights in form and substance satisfactory to the FinancierTenant; (g) comply with all laws grant SPEEDHOME the right to approach the Joint Management Body, Management Corporation, or property management companies (if relevant, whichever is applicable) on the Tenant’s behalf for purposes directly and with the mandatory requirements of any Public Authority and promptly carry out work required by a Public Authority concerning the Charged Property except where the requirement indirectly relevant to do so is being contested in good faith; andthis Agreement; (h) do everything necessary update all payers and occupants’ contact details to ensure no Event of Default occurs; andSPEEDHOME if there are any changes; (i) prosecute and defend bear the cost of additional access cards directly to the management office. Tenant responsible to claim back access card deposit (at if any) from the Chargor's expense) all legal proceedings which are advisable, or which the Financier advises the Chargor that it considers advisable, to avoid a material adverse effect on the Charged Property; andmanagement office; (j) protect bear the Charged Property, keep it in good repair and good working condition and, if requested by cost of additional access card directly to the Financier, replace any part of the Charged Property which, in the Financier's opinion, needs replacement; andmanagement office; (k) give service all air conditioners at least once during the Financier tenancy period prior to handover back the certificates of title and other documents evidencing title to that part of the Charged Property over which the Charge is a fixed charge as soon as they are available property to the Chargor or its agents; andlandlord. (l) promptly give the Financier the Security Interests (and documents in connection with the Security Interests) in favour of the Chargor which secure the performance of any obligation or the notify SPEEDHOME if payment of any money owed Rent has been done or will be done directly to the ChargorLandlord; and (m) take whatever action the Financier reasonably requires observe any other Additional Terms set out in connection with environmentally hazardous substances.Item 11 of Schedule A.

Appears in 1 contract

Samples: Tenancy Agreement

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