Borrower Covenant. By its execution of this Agreement, the applicable Borrower hereby covenants to deliver or cause to be delivered all legal opinions and other documents reasonably requested by the Administrative Agent, as applicable, in connection with this Agreement.
Borrower Covenant. The Borrower warrants to the Lender that the Borrower is the legal owner of the Property and has the right to grant and convey it. The Borrower also warrants that the Property is free of all encumbrances except for encumbrances of record.
Borrower Covenant. Notwithstanding any other provision of this Agreement, Borrower hereby covenants and agrees with each Lender that from and after the date of this Agreement until the Payment in Full of the Obligations, unless the Required Lenders shall otherwise consent in writing:
Borrower Covenant. By its execution of this Agreement, Borrower hereby covenants to make any payments required pursuant to Section 2.18(c) of the Credit Agreement in connection with the New Revolving Loan Commitments.
Borrower Covenant. By its execution of this Incremental Amendment, the Borrower hereby covenants and agrees that the proceeds of the Term B-3 Loans shall be used by Borrower to (i) pay fees and expenses related to the Incremental Amendment and the Term B-3 Loans and (ii) refinance in full the Term B-1 Loans outstanding on the Term B-3 Effective Date and (iii) to partially redeem or otherwise refinance 2014 Subordinated Notes with any excess proceeds thereof.
Borrower Covenant. The Borrower shall, within 30 days after the date hereof, provide ----------------- the Agents with:
Borrower Covenant. Promptly upon receipt, the Borrower hereby acknowledges and agrees to deposit the Transaction Proceeds less cash in the aggregate amount of $10,000,000 (such aggregate amount, the “Excluded Amount”) into a segregated deposit account (the “Segregated Account”) in the name of the Borrower and not to withdraw such portion of the Transaction Proceeds from such account or invest, expend or use such Transaction Proceeds in any manner without obtaining the prior written consent of the Required Lenders and Required Revolving Lenders. Subject to the Intercreditor Agreement, the Borrower hereby agrees to use commercially reasonable efforts to enter into (as soon as reasonably practicable, but in no event later than 30 days, after the date hereof) a Deposit Account Control Agreement with the Administrative Agent (for the benefit of the Lenders) and the applicable deposit bank with respect to the Segregated Account. For the avoidance of doubt, the undersigned Lenders hereby acknowledge and agree that the Borrower shall be permitted to invest, expend or use the Excluded Amount as determined by the Borrower in its sole discretion.
Borrower Covenant. Borrower hereby covenants that so long as any indebtedness of Borrower under this Agreement remains outstanding and unpaid, Borrower shall, unless otherwise consented to in writing by Lender, promptly give notice in writing to Lender of (a) the occurrence of any Event of Default (as defined in Section 6 below) under this Agreement or under any other material agreement of Borrower and (b) any litigation, proceeding, investigation or dispute which may exist at any time between Borrower and any third party which might substantially interfere with the performance of any obligation under this Agreement.
Borrower Covenant. Borrower covenants and agrees that Bank may debit any of Borrower’s deposit accounts maintained with Bank to pay Bank (a) a fully-earned, non-refundable amendment fee in the amount of $5,000 (to be paid on or prior to August 11, 2004) and (b) all Bank Expenses (including all reasonable attorneys’ fees and reasonable expenses) incurred through the date of this Amendment (to be paid on or prior to thirty (30) days from the date hereof).
Borrower Covenant. Borrowers agree not to amend the Meda APA or any of the Meda Transaction Documents without the prior written consent of Agent.
