Your Additional Covenants Sample Clauses

Your Additional Covenants. In addition to your other covenants and obligations contained in this Agreement, you agree to: (a) maintain a high ethical standard in the conduct of the franchised business and in the operation of the Store; (b) devote your best efforts to the business of the Store and to maximizing the Store’s sales and Gross Profit; (c) make yourself available to meet with us at reasonable times, at our request; (d) maintain the Store as a 24-Hour Operation, unless prohibited by law or we agree in writing to different operating hours; (e) provide us access to the Store, 7-Eleven Equipment, Inventory, Receipts, Cash Register Fund, cash register readings, banking and other equipment readings (including readings from lottery equipment), money order blanks, bank drafts, and Store supplies at any time and for any period of time during the times in which the Store is required to be open; (f) properly record all sales of Inventory at the time of sale at the retail prices you set and generally offer to customers of the Store; (g) wear, and cause Store employees to wear, only the apparel, including neat and clean uniforms, approved by us while working in the Store; (h) at all times, use the 7-Eleven Payroll System in accordance with our standards, unless we otherwise consent in writing; (i) comply with and/or to assist us to the fullest extent possible in our efforts to comply with Anti-Terrorism Laws. In connection with such compliance, you certify, represent, and warrant that none of your property or interests is subject to being “blocked” under any of the Anti-Terrorism Laws and that you are not otherwise in violation of any of the Anti-Terrorism Laws. Any violation of the Anti-Terrorism Laws by you, or your employees or any “blocking” of your assets under the Anti-Terrorism Laws will constitute grounds for immediate termination of this Agreement and any other agreement you have entered with us or one of our Affiliates, in accordance with the termination provisions of this Agreement; (j) not to, in any way, represent yourself to anyone, including the media, as our representative and not to make any comment to anyone purporting to be a comment about us or the 7-Eleven System as one of our representatives. You agree to at all times clearly identify yourself as one of our franchisees in any public statements about us or the 7-Eleven System; (k) execute all license agreements or similar agreements with us or third parties required for the installation and/or use of computer hardw...
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Your Additional Covenants. You expressly acknowledge and agree to the following:
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Your Additional Covenants. You expressly acknowledge and agree to the following: (a) You shall adhere to the ongoing obligations in your Employment Agreement (including, but not limited to, Section 4(a)), the Corporate Code of Conduct and Ethics, Whistleblower Policy and Xxxxxxx Xxxxxxx Policy between you and the Company regarding confidential information, intellectual property, and non-competition and non-solicitation (the “Agreements”), the terms of which are incorporated herein and shall survive the signing of this Agreement. (b) You shall promptly return to the Company all Company documents (and any copies thereof), equipment and property, and you shall abide by any and all common law and statutory obligations relating to protection of the Company’s trade secrets and confidential and proprietary information. (c) In the event that you receive an order, subpoena, request, or demand for disclosure of the Company’s trade secrets and/or confidential and proprietary documents and information from any court or governmental agency, or from a party to any litigation or administrative proceeding, you shall notify the Company of same as soon as reasonably possible and prior to disclosure, in order to provide the Company with the opportunity to assert its respective interests in addressing or opposing such order, subpoena, request, or demand. (d) All information relating in any way to the negotiation of this Agreement, including the terms and amount of financial consideration provided for in this Agreement, shall be held confidential by you and shall not be publicized or disclosed to any person (other than an immediate family member, legal counsel or financial advisor, provided that any such whom disclosure is made agrees to be bound by these confidentiality obligations), to any government agency (except as mandated by state or federal law), or to any business entity. (e) You shall not make any statements that are disparaging about the Company or its officers, directors, managers or employees, including, but not limited to, any statements that disparage any program, service, finances, financial condition, capability or any other aspect of the business of the Company, and you shall not engage in any conduct which is intended to harm professionally or personally the reputation of the Company or its officers, directors, managers or employees. The Company agrees that its executive management team and members of its board of directors will not make any statements that are disparaging about you a...
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Your Additional Covenants. You expressly acknowledge and agree to the following: (a) You shall adhere to the ongoing obligations in your Employment Agreement (including, but not limited to, Section 4(a)), the Corporate Code of Conduct and Ethics, Whistleblower Policy and Xxxxxxx Xxxxxxx Policy, and any other agreements between you and the Company regarding confidential information, intellectual property, and non-competition and non- solicitation (the “Agreements”), the terms of which are incorporated herein and shall survive the signing of this Agreement.
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Your Additional Covenants. You hereby make the following agreements, representations and acknowledgements:
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Your Additional Covenants 
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Related to Your Additional Covenants

  • Additional Covenants The Company covenants and agrees with the Agent as follows, in addition to any other covenants and agreements made elsewhere in this Agreement:

  • Certain Additional Covenants (a) Parent shall cause Parent Sub, Sub and Newco LLC to promptly perform, and Parent hereby unconditionally guarantees the prompt performance by Newco LLC, Sub, and Parent Sub of, their respective obligations under this Agreement and the Ancillary Agreements, including, without limitation, the obligations of Sub to consummate the transactions contemplated by the Ancillary Agreements. (b) Until after the First Closing, Parent shall not, and shall not permit any of its direct or indirect subsidiaries to, engage in any transaction which would have the effect of transferring ultimate control of Sub to any person or entity not controlled by Parent, or of divesting Parent of ultimate control of Sub, without the consent of the Lead Note Investor, TMI and a majority in interest of the Existing Investors, which consent shall not be unreasonably withheld if (i) in connection with a bona fide disposition of assets in which the stock or assets of Sub constitute less than 50% in terms of value, ultimate control of Sub is transferred to a person or entity which shall have agreed in writing to be bound by the provisions hereof applicable to Parent, (ii) such transaction shall not materially interfere with or impede the consummation of the transactions contemplated by this Agreement and/or the Ancillary Agreements, and (iii) Parent shall expressly acknowledge in writing that it shall remain fully liable in respect of all liabilities and obligations (including indemnity obligations) undertaken by it under this Agreement and the Ancillary Agreements even if such liabilities or obligations arise from actions taken (or not taken) by such transferee. (c) Each party hereto shall use all commercially reasonable efforts to satisfy at the appropriate times all closing conditions to the consummation of the First Closing and the Second Closing, the Parent Conversions, and the other transactions contemplated hereby and by the Ancillary Agreements. Without in any way limiting the generality of the foregoing, each party shall use all reasonable best efforts to cause the conditions specified herein as conditions to the First Closing that are within such party's control to be satisfied by October 31, 2001. (d) From the date hereof until the First Closing, Parent shall not, permit Newco LLC or Sub to become bound by any contract, undertaking or obligation that would (i) prohibit, restrict, require any consent for, or give rise to any obligation as a result of, the transactions contemplated hereby or the Ancillary Agreements, other than standard anti-assignability clauses in ordinary course agreements, provided that the inability to transfer such agreements to Newco LP would not have a Material Adverse Effect on Newco LP; (ii) be considered out of the ordinary course of business for Parent, Sub or Newco, including without limitation non-preemptable service contracts, prepaid contracts and contracts giving preferential access to spectrum or otherwise providing customers with a preferred status; or (iii) obligate Parent, Sub or Newco to commit to provide both a specified amount of satellite transmission power and a specified amount of bandwidth, thereby depleting Parent's or, or Sub's available satellite-based communications network power and bandwidth capacity. (e) From the date hereof until the First Closing, without the prior written consent of Parent, Newco, the Lead Investor and a majority in interest of the Existing Investors, which consent shall not be unreasonably withheld, TMI shall not, and shall not permit TMI Sub to, become bound by any contract, undertaking or obligation that would (i) prohibit, restrict, require any consent for, or give rise to any obligation as a result of, the transactions contemplated hereby or the Ancillary Agreements, other than standard anti-assignability clauses in ordinary course agreements, provided that the inability to transfer such agreements to Newco LP would not have a Material Adverse Effect on Newco LP; (ii) be considered out of the ordinary course of business for TMI and TMI Sub (if TMI or TMI Sub had entered into such contract or obligation), including without limitation non-preemptable service contracts, prepaid contracts and contracts giving preferential access to spectrum or otherwise providing customers with a preferred status; or (iii) obligate TMI to commit to provide both a specified amount of satellite transmission power and a specified amount of bandwidth, thereby depleting TMI's available satellite-based communications network power and bandwidth capacity; provided, however, that TMI is permitted after the date hereof to (A) enter into an agreement with Telecom Mexico substantially in the form of the proposal dated September 21, 2000 as resubmitted by letter dated November 15, 2000 from TMI to Telecommunicaciones de Mexico, and (B) enter into service provider contracts that require a prepayment by the customer provided such contracts are entered into in the ordinary course of TMI's business consistent with past practice and do not involve any affiliates of TMI. At the First Closing, TMI's remaining obligations under any contract of the types contemplated by clauses (A) and (B) of the preceding sentence shall be assigned to Newco (or, if appropriate, Canadian License Co.) along with an amount of cash corresponding to the amount of any prepayment relating to such remaining obligations. (f) Investment Company Act. Until after the Second Closing, Parent will not become an "investment company" or an "affiliated person" thereof or an "affiliated person" of any such "affiliated person," as such terms are defined in the Investment Company Act of 1940, as amended.

  • General Covenants The Corporation covenants with the Warrant Agent that, so long as any Warrants remain outstanding: (a) it will reserve and keep available a sufficient number of Common Shares for the purpose of enabling it to satisfy its obligations to issue Common Shares upon the exercise of the Warrants; (b) it will cause the Common Shares from time to time acquired pursuant to the exercise of the Warrants to be duly issued and delivered in accordance with the Warrants and the terms hereof; (c) all Common Shares which shall be issued upon exercise of the right to acquire provided for herein shall be fully paid and non-assessable; (d) it will use reasonable commercial efforts to maintain its existence and carry on its business in the ordinary course; (e) it will use reasonable commercial efforts to ensure that all Common Shares outstanding or issuable from time to time (including without limitation the Common Shares issuable on the exercise of the Warrants) continue to be or are listed and posted for trading on the NEO or CSE (or such other stock exchange acceptable to the Corporation), provided that this clause shall not be construed as limiting or restricting the Corporation from completing a consolidation, amalgamation, arrangement, takeover bid or merger that would result in the Common Shares ceasing to be listed and posted for trading on the NEO or CSE, so long as the holders of Common Shares receive securities of an entity that is listed on a stock exchange in Canada or the United States, or cash, or the holders of the Common Shares have approved the transaction in accordance with the requirements of applicable corporate and securities laws and the policies of the NEO, CSE or other stock exchange on which the Common Shares are trading; (f) it will make all requisite filings under applicable Canadian securities legislation including those necessary to remain a reporting issuer not in default in each of the provinces and other Canadian jurisdictions where it is or becomes a reporting issuer for a period of 24 months after the Effective Date, provided that this clause shall not be construed as limiting or restricting the Corporation from completing a consolidation, amalgamation, arrangement, takeover bid or merger that would result in the Common Shares ceasing to be listed and posted for trading on the NEO or CSE (or such other Canadian stock exchange acceptable to the Corporation), so long as the holders of Common Shares receive securities of an entity that is listed on a stock exchange in Canada or the United States, or cash, or the holders of the Common Shares have approved the transaction in accordance with the requirements of applicable corporate and securities laws and the policies of the NEO, CSE or other Canadian stock exchange on which the Common Shares are trading; (g) the Corporation will promptly notify the Warrant Agent and the Warrantholders in writing of any default under the terms of this Warrant Indenture which remains unrectified for more than ten days following its occurrence; (h) the Corporation will generally perform and carry out all of the acts or things to be done by it as provided in this Warrant Indenture.

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