Related Covenants. Fully and faithfully perform each of the covenants and agreements required of it pursuant to the provisions of the Transaction Documents;
Related Covenants. You hereby agree and acknowledge that Provider and/or, if different, Registrar and Registry Operator shall have no liability of any kind for any loss or liability resulting from the proceedings and processes relating to any Dispute Resolution Policy, including, without limitation, (a) Your ability or inability to obtain a Domain Name, and (b) the results of any dispute.
Related Covenants. (1) The Company shall provide at least fifteen (15) days prior written notice to a Class A Member of a proposal to distribute voting or equity securities to any Member or to repurchase voting or equity securities from any Member.
(2) If, in connection with a Regulatory Problem, at any time as a result of any repurchase, redemption or conversion of Company Securities or otherwise, a Class A Member shall hold in excess of 4.99% of any class of voting Securities of the Company, the portion of such Class A Member’s Securities of each such class of Securities entitling such Class A Member to in excess of 4.99% of the voting power of such class shall, without further action on the part of the Class A Member or the Company, be deemed to be non-voting Securities.
Related Covenants. (a) If the Company shall take any action affecting the IDSs, Class A Common Stock or Class B Common Stock, other than the actions described in this Article VI, that in the opinion of the Board would materially and adversely affect the exchange rights of the holders of Class B Common Stock, the Exchange Rate for the Class B Common Stock shall be adjusted, to the extent permitted by law, in such manner, if any, and at such time, as the Board, in its sole discretion, determines to be equitable in the circumstances. If there is an automatic separation of the IDSs at any time, the exchange rights of the holders of Class B Common Stock shall be adjusted, to the extent permitted by law, in such manner, if any, and at such time, as the Board, in its sole discretion, determines to be equitable in the circumstances, provided that the conditions precedent set forth in Section 6.1(a) shall continue to apply to such exchange rights.
(b) The Company shall at all times reserve and keep available, free from preemptive rights, out of the aggregate authorized but unissued Class A Common Stock, for the purpose of effecting the exchange of the Class B Common Stock, the full number of shares of Class A Common Stock deliverable upon the exchange of all outstanding shares of Class B Common Stock not theretofore exchanged. For purposes of this subsection (b), the number of shares of Class A Common Stock that shall be deliverable upon the exchange of all outstanding shares of Class B Common Stock shall be computed as if at the time of computation all outstanding shares were held by a single holder.
(c) The Company covenants that any shares of Class A Common Stock issued upon the exchange of Class B Common Stock for IDSs shall be validly issued, fully paid and non-assessable.
(d) The Company shall list the IDSs required to be delivered upon exchange of the Class B Common Stock, prior to such delivery, upon each national exchange, if any, upon which the outstanding IDSs are listed at the time of such delivery.
(e) Prior to the delivery of the IDSs (including the shares of Class A Common Stock and the Senior Subordinated Notes comprising the IDSs) that the Company shall be obligated to deliver upon the exchange of the Class B Common Stock, the Company shall comply with all federal and state laws and regulations thereunder requiring registration of such securities with, or any approval or consent to the delivery thereof, by any governmental authority.
(f) The Company shall pay any and...
Related Covenants. (I) The Company shall provide at least fifteen (15) Days prior written notice to each Member of a proposal to distribute voting or equity securities to any Member or to repurchase voting or equity securities from any Member.
(II) If, in connection with a Regulatory Problem, at any time as a result of any repurchase, redemption or conversion of Company Securities or otherwise, a Member shall hold in excess of 4.99% of any class of voting Securities of the Company, the portion of such Member’s Securities of each such class of Securities entitling such Member to in excess of 4.99% of the voting power of such class shall, without further action on the part of the Member or the Company, be deemed to be non-voting Securities.
Related Covenants. Each Person with the right to designate or participate in the designation of a director pursuant to this Agreement covenants and agrees (i) not to designate or participate in the designation of any director designee who, to such Person’s knowledge, is a Disqualified Designee, (ii) to exercise reasonable care to determine whether any director designee designated by such person is a Disqualified Designee, (iii) that in the event such Person becomes aware that any individual previously designated by any such Person is or has become a Disqualified Designee, such Person shall as promptly as practicable take such actions as are necessary to remove such Disqualified Designee from the Board and designate a replacement designee who is not a Disqualified Designee, and (iv) to notify the Issuer promptly in writing in the event a Disqualification Event becomes applicable to such Person or any of its Rule 506(d) Related Parties, or, to such Person’s knowledge, to such Person’s initial designee named above, except, if applicable, for a Disqualification Event as to which Rule 506(d)(2)(ii) or (iii) or (d)(3) is applicable.
Related Covenants. If Seller grants, bargains, sells, conveys, mortgages, assigns, pledges, warrants or transfers any Intellectual Property or Software that is required (a) for Seller or its Affiliates to perform their respective obligations under the Transaction Documents or (b) for the continued maintenance and operation of the Facilities without a material decrease in performance of the Facilities, Seller shall cause such act or transaction to be subject to the grant of the IP License and Software License under this Agreement.
Related Covenants. The Authority will fully and faithfully perform each of the covenants and agreements required of it pursuant to the provisions of the Series Documents, which are incorporated herein by this reference as if fully set forth at this point and made for the benefit of the Bank. To the extent that any such incorporated provision permits any Person to waive compliance with or consent to such provision or requires that a document, opinion, report or other instrument or any event or condition be acceptable or satisfactory to any Person, for purposes of this Agreement, such compliance shall be waived, or such provision shall be consented to, only if it is waived or consented to, as the case may be, by the Bank and such document, opinion, report or other instrument shall be acceptable or satisfactory to the Bank. No amendment to such covenants (or the defined terms relating thereto) made pursuant to the Series Documents shall be effective to amend such incorporated covenants without the written consent of the Bank.
Related Covenants. 6.5 Certain Defined Terms.
Related Covenants. COVID-19 Modification Report. No later than the third Business Day following the end of each calendar week during the COVID-19 Restriction Period in which there are any Receivables which have received any COVID-19 Modification, the Borrower shall prepare and deliver to the Administrative Agent a report summarizing the COVID-19 Modifications entered into by the Borrower through the end of such week (including reference to the total balance of Receivables and the deferred or extended payments thereof affected thereby), which report shall be in form and substance and with such detail as the Administrative Agent may reasonably request.
