Representations Covenants Events of Default Sample Clauses

Representations Covenants Events of Default. The Borrowers and Guarantors hereby represent to the Agent and the Banks that: the representations and warranties contained in Article VI of the Credit Agreement or elsewhere in the Credit Agreement or anywhere in the Loan Documents remain true and accurate on and as of the date hereof (except for representations and warranties which relate solely to an earlier date or time, which representations and warranties were true and correct on and as of the specific dates or times referred to therein); the Borrowers and Guarantors have performed and are in compliance with all covenants contained in Article VIII of the Credit Agreement or elsewhere in the Credit Agreement or anywhere in the Loan Documents, all after giving effect to the Stock Sale and this Waiver and Consent; and no Event of Default or Potential Default has occurred and is continuing. It is acknowledged and agreed that the parties are entering into this Waiver and Consent to accommodate the time constraints of the Borrowers and Guarantors under the Stock Purchase Agreement. The Borrowers, Guarantors, the Agent and the Banks have discussed the need for the amendment and restatement of the Credit Agreement, and the other Loan Documents and, therefore, in consideration of this Waiver and Consent, the Borrowers and Guarantors hereby covenant and agree with the Agent and the Banks that they will use their best efforts to, within thirty (30) days from the Stock Purchase Closing Date, enter into an amended and restated Credit Agreement, with the Agent and the Banks, including the terms identified in that certain term sheet dated March 21, 1995, and an amendment and restatement of certain Schedules to the Credit Agreement and the other Loan Documents to properly reflect the Stock Sale, which amendment and restatement shall be in form and substance satisfactory to the Agent, the Banks and Buchxxxx Xxxexxxxx Xxxfessional Corporation, counsel to the Agent. The Borrowers and Guarantors hereby covenant to the Agent and the Banks that the proceeds received by the Borrowers and Guarantors pursuant to the Stock Sale shall be first used to repay any and all outstanding obligations under the Credit Agreement. Any excess proceeds shall be used by the Borrower and the Guarantors, subject to any restrictions or limitations contained in the Credit Agreement.
Sample 1
AutoNDA by SimpleDocs
Representations Covenants Events of Default. The Borrowers and Guarantors hereby represent to the Agent and the Banks that: the representations and warranties contained in Article VI of the Credit Agreement or elsewhere in the Credit Agreement or anywhere in the Loan Documents remain true and accurate on and as of the date hereof (except for representations and warranties which relate solely to an earlier date or time, which representations and warranties were true and correct on and as of the specific dates or times referred to therein); the Borrowers and Guarantors have performed and are in compliance with all covenants contained in Article VIII of the Credit Agreement or elsewhere in the Credit Agreement or anywhere in the Loan Documents, all after giving effect to this Third Amendment and Waiver; and no Event of Default or Potential Default has occurred and is continuing.
Sample 1
Representations Covenants Events of Default 
Sample 1Sample 2Sample 3See All (6)

Related to Representations Covenants Events of Default

  • Representations Undertakings and Events of Default 16 REPRESENTATIONS Each Original Obligor makes the representations and warranties set out in this clause 16 to each Finance Party on the date of this Agreement.

  • Representations True; No Event of Default Each of the representations and warranties of any of the Borrower and its Subsidiaries contained in this Credit Agreement, the other Loan Documents or in any document or instrument delivered pursuant to or in connection with this Credit Agreement shall be true as of the date as of which they were made and shall also be true at and as of the time of the making of such Loan or the issuance, extension or renewal of such Letter of Credit, with the same effect as if made at and as of that time (except to the extent of changes resulting from transactions contemplated or permitted by this Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate expressly to an earlier date) and no Default or Event of Default shall have occurred and be continuing.

  • Waiver of Events of Default The Holders representing at least 66% of the Voting Rights affected by a default or Event of Default hereunder may waive such default or Event of Default; provided, however, that (a) a default or Event of Default under clause (i) of Section 7.01 may be waived only by all of the Holders of Certificates affected by such default or Event of Default and (b) no waiver pursuant to this Section 7.04 shall affect the Holders of Certificates in the manner set forth in Section 11.01(b)(i) or (ii). Upon any such waiver of a default or Event of Default by the Holders representing the requisite percentage of Voting Rights affected by such default or Event of Default, such default or Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon except to the extent expressly so waived.

  • Representations and Covenants of the Agent The Agent represents and warrants that it is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which the Agent is exempt from registration or such registration is not otherwise required. The Agent shall continue, for the term of this Agreement, to be duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which it is exempt from registration or such registration is not otherwise required, during the term of this Agreement. The Agent shall comply with all applicable law and regulations in connection with the transactions contemplated by this Agreement, including the issuance and sale through the Agent of the Placement Shares.

  • REPRESENTATIONS BY AND COVENANTS OF THE COMPANY The Company hereby represents and warrants to the Subscriber that:

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE BORROWER In order to induce Silicon to enter into this Agreement and to make Loans, Borrower represents and warrants to Silicon as follows, and Borrower covenants that the following representations will continue to be true, and that Borrower will at all times comply with all of the following covenants:

  • Representations and Covenants of the Company A. The Company hereby represents and warrants to the Distributor, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that:

  • Representations and Warranties; No Event of Default The representations and warranties herein, in Article VI of the Financing Agreement and in each other Loan Document, certificate or other writing delivered by or on behalf of the Loan Parties to any Agent or any Lender pursuant to the Financing Agreement or any other Loan Document on or immediately prior to the Amendment Effective Date are true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations or warranties that already are qualified or modified as to “materiality” or “Material Adverse Effect” in the text thereof, which representations and warranties shall be true and correct in all respects subject to such qualification) on and as of such date as though made on and as of such date, except to the extent that any such representation or warranty expressly relates solely to an earlier date (in which case such representation or warranty shall be true and correct in all material respects (except that materiality qualifier shall not be applicable to any representations or warranties that already are qualified or modified as to “materiality” or “Material Adverse Effect” in the text thereof, which representations and warranties shall be true and correct in all respects subject to such qualification) on and as of such earlier date), and no Default or Event of Default has occurred and is continuing as of the Amendment Effective Date or would result from this Amendment becoming effective in accordance with its terms.

  • Representations and Covenants of the Holder This Warrant has been entered into by the Company in reliance upon the following representations and covenants of the Holder, which by its execution hereof the Holder hereby confirms:

  • Additional Representations and Covenants of the Distributor The Distributor hereby represents, warrants and covenants to the Trust, which representations, warranties and covenants shall be deemed to be continuing throughout the term of this Agreement, that:

Time is Money Join Law Insider Premium to draft better contracts faster.