Covenants of definition

Covenants of. BMG. BMG shall act in good faith in completing the Arrangement as soon as reasonably practicable and, without limiting the generality of the foregoing, shall: (a) co-operate with the Corporation and the other Parties in making an application, as soon as reasonably practicable after the execution of this Agreement, to the Court for an Interim Order on the terms set out in section 5.1; (b) co-operate with the Corporation and the other Parties in the preparation of the Information Circular for distribution to the Shareholders in connection with the Meeting, and ensure that the information contained in the Information Circular with respect to and provided by BMG and the Corporation will not contain any untrue statement of a material fact and will not omit to state a material fact that is required to be stated or that is necessary to make a statement therein contained not misleading in light of the circumstances in which it was made; (c) subject to the approval of the Arrangement by the Shareholders, co-operate with the Corporation and the other Parties in making the appropriate application to the Court for the Final Order; (d) use all reasonable efforts in a timely and expeditious manner to cause each of the conditions precedent set out in Part 4 hereof which requires action by it to be satisfied on a timely basis and in any event no later than December 31, 2000; (e) until the Effective Time, maintain its status as a registrant under the U.S. Securities Exchange Act and file in a timely manner all documents required to be filed with the U.S. Commission as a result of such status or as a result of the Arrangement; (f) deliver to the other Parties such other documents and certificates as may be reasonably required by the other Parties in connection with the completion of the Arrangement; and (g) take all steps necessary to cause the Corporation to comply with its covenants and to meet its obligations under this Agreement.
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Covenants of. BioAtla. During the Term, BioAtla covenants that: a. it will not, and will ensure that its Affiliates do not, enter into any agreement or grant any interest in the BioAtla Intellectual Property Rights that is inconsistent with the terms of this Agreement; b. it will comply with, will not amend, terminate or waive any provision of, and will not agree with Himalaya to amend, terminate or waive any provision of, the ERA or the Global Transaction Agreement in a way that adversely affects, or would reasonably be expected to adversely affect, the rights of Context under this Agreement; c. if, at any time after execution of this Agreement, it becomes aware that it or any employee, agent or subcontractor of BioAtla who participated in the development or manufacture of a Licensed Antibody or Program Product is on, or is being added to the FDA Debarment List or to any of the FDA clinical investigator enforcement lists, it will provide written notice of this to Context within ten (10) business days after becoming aware of this fact; d. BioAtla shall perform its obligations under this Agreement in material compliance with all Applicable Laws. EXCEPT AS OTHERWISE SPECIFICALLY STATED IN THIS AGREEMENT, NEITHER PARTY GIVES ANY OTHER REPRESENTATIONS OR WARRANTIES, COVENANT OR AGREEMENT (WHETHER EXPRESS OR IMPLIED). ANY REPRESENTATION, WARRANTY, COVENANT OR AGREEMENT SET FORTH IN THIS AGREEMENT IS EXCLUSIVE AND IN LIEU OF ANY OTHER WARRANTIES, WRITTEN OR ORAL, DIRECT, OR IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, EXPRESS OR IMPLIED WARRANTIES FOR MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. FOR THE SAKE OF CLARITY, MANDATORY STATUTORY WARRANTIES ARE NOT EXCLUDED.
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Examples of Covenants of in a sentence

  • Representations, Warranties and Covenants of the Master Servicer.

  • Representations, Warranties and Covenants of the Securities Intermediary 5 Section 3.02.

  • Representations, Warranties and Covenants of the Master Servicer and the Seller.

  • Representations, Warranties and Covenants of the Securities Intermediary 6 Section 3.02.

  • Representations, Warranties and Covenants of the Securities Intermediary 4 Section 3.02.

  • Representations, Warranties and Covenants of the Depositor..............................................

  • Representations, Warranties and Covenants of the Servicer and the Master Servicer.

  • Representations, Warranties and Covenants of the Master Servicer and the Company......................................17 Section 2.04.

  • Section 2.03 Representations, Warranties and Covenants of the Servicer......

  • The breach by Guarantor of the covenants made by it in Article V(i) (Limitation on Distributions) or Article V(k) (Financial Covenants) of the Guaranty.

Related to Covenants of

  • Covenants means the covenants set forth in Section 4 of this Agreement.

  • Warranties - means collectively any and all warranties (if any) given by the Bidder in terms of this agreement.

  • Negative Covenants means any negative or similar restrictive covenant (including, without limitation, under Article 7) made by the Borrowers in this Agreement or in any other Loan Document.

  • Affirmative Covenants The following affirmative covenants, among others, if any, to be negotiated in the Senior Facilities Documentation, will apply (to be applicable to the Borrower and its restricted subsidiaries), subject to customary (consistent with the Documentation Precedent) and other baskets, exceptions and qualifications to be agreed upon: maintenance of corporate existence and rights; performance and payment of obligations; delivery of annual and quarterly consolidated financial statements (accompanied by customary management discussion and analysis and (annually) by an audit opinion from nationally recognized auditors that is not subject to any qualification as to scope of such audit or going concern) (other than solely with respect to, or resulting solely from an upcoming maturity date under any series of indebtedness occurring within one year from the time such opinion is delivered) (with extended time periods to be agreed for delivery of the first annual and certain quarterly financial statements to be delivered after the Closing Date) and an annual budget (it being understood that the public REIT reporting that includes the Borrower shall satisfy the Borrower’s reporting obligations so long as it includes a consolidating income statement and balance sheet for the Borrower); delivery of notices of default and material adverse litigation, ERISA events and material adverse change; maintenance of properties in good working order; maintenance of books and records; maintenance of customary insurance; commercially reasonable efforts to maintain ratings (but not a specific rating); compliance with laws; inspection of books and properties; environmental; additional guarantors and additional collateral (subject to limitations set forth under the captions “Guarantees” and “Security”); further assurances in respect of collateral matters; use of proceeds; and payment of taxes.

  • Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.