Covenants Etc Buyer shall have substantially performed and complied with each and every covenant, agreement and condition required by this Agreement to be performed or complied with by it prior to, or at, the Closing Date.
COVENANTS OF ICANN ICANN covenants and agrees with Registry Operator as follows:
COVENANTS OF DEBTOR So long as this Agreement has not been terminated as provided hereafter, Debtor: (a) will defend the Collateral against the claims of all other persons; will keep the Collateral free from all security interests or other encumbrances, except the Security Interest; and will not assign, deliver, sell, transfer, lease or otherwise dispose of any of the Collateral or any interest therein without the prior written consent of Secured Party, except that prior to an Event of Default, Debtor may sell inventory in the ordinary course of Debtor's business; (b) will keep the Collateral, including Debtor's books and records, at the address specified above until Secured Party is notified in writing of any change in its location within the State but Debtor will not remove the Collateral from the State nor change the location of Debtor's chief executive office without the written consent of Secured Party; will notify Secured Party promptly in writing of any change in Debtor's address, name or identity from that specified above; and will permit Secured Party or its agents to inspect the Collateral; (c) will keep the Collateral in good condition and repair and will not use the Collateral in violation of any provisions of this Agreement, any applicable statute, regulation or ordinance or any policy of insurance insuring the Collateral; (d) will execute and deliver to Secured Party such financing statements and other documents, pay all costs including costs of title searches and filing financing statements and other documents in any public offices requested by Secured Party, and take such other action Secured Party may deem advisable to perfect the Security Interest created by this Agreement, including without limitation placing notations on Debtor's books of account to disclose the Security Interest in the Receivables; (e) will pay all taxes, assessments and other charges of every nature which may be levied or assessed against the Collateral; (f) will immediately upon receipt deliver to Secured Party, properly endorsed or assigned, all instruments and chattel paper constituting Collateral, and any security for or guaranty of any of the Collateral; (g) will post all Receivables to Debtor's books and records immediately upon the creation thereof; (h) will not do business under any name or style other than that indicated on the first page thereof; and (i) if any certificate of title may be issued with respect to any of the Collateral, will cause Secured Party's interest under this Agreement to be noted on the certificate and will deliver the original certificate to Secured Party.
Covenants Independent Each restrictive covenant on the part of the Executive set forth in this Agreement shall be construed as a covenant independent of any other covenant or provisions of this Agreement or any other agreement which the Company and the Executive may have, fully performed and not executory, and the existence of any claim or cause of action by the Executive against the Company whether predicated upon another covenant or provision of this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of any other covenant.
Covenants of Parent Parent agrees that:
Covenants of the Vendor The Vendor covenants and agrees with the Purchaser as follows:
Covenants of Party B Party B hereby covenants as follows:
Covenants of the Bank The Bank covenants and agrees with the Underwriters that:
Negative Covenants of the Seller From the date hereof until the Collection Date:
Affirmative Covenants of the Seller Parties Until the date on which the Aggregate Unpaids have been indefeasibly paid in full and this Agreement terminates in accordance with its terms, each Seller Party hereby covenants, as to itself, as set forth below:
