Covenants of the Debtors. The Debtors hereby covenant and agree with the Secured Party that the Debtors (a) except for Permitted Liens (as defined below), will defend the Collateral against all claims and demands of all persons at any time claiming any interest therein; (b) will not change their respective jurisdiction of organization without the prior written consent of the Secured Party; (c) will provide the Secured Party with twenty (20) days prior written notice of (i) any change in the principal office of the Debtors or the office where the Debtors maintain their books and records pertaining to the Customer Receivables, or (ii) the movement or location of Collateral to or at any address other than as set forth in said Exhibit B-0, X-0, X-0, X-0, X-0, B-6 and B-7; (d) will promptly pay any and all taxes, assessments and governmental charges upon the Collateral prior to the date penalties are attached thereto, except to the extent that such taxes, assessments and charges shall be contested in good faith by the Debtors; (e) will immediately notify the Secured Party of any event causing a substantial loss or diminution in the value of all or any material part of the Collateral and the amount or an estimate of the amount of such loss or diminution; (f) will have and maintain insurance at all times with respect to the Tangible Collateral against risks of fire (including so-called extended coverage) and theft, and such other risks as the Secured Party may reasonably require in writing, containing such terms, in such form, for such periods and written by such companies as may be reasonably satisfactory to the Secured Party, such insurance to be payable to the Secured Party and the Debtors as its interests may appear, and shall provide for thirty (30) days’ prior written minimum cancellation notice to the Secured Party, and the Debtors shall furnish the Secured Party with certificates or other evidence satisfactory to the Secured Party of compliance with the foregoing insurance provisions; (g) except as permitted by the Consignment Agreement or in the ordinary course of business, will not sell or offer to sell or otherwise assign, transfer or dispose of the Collateral or any interest therein, without the prior written consent of the Secured Party; (h) except for Permitted Liens, will keep the Collateral free from any adverse lien, security interest or encumbrance and in good order and repair, reasonable wear and tear excepted, and will not waste or destroy the Collateral or any part th...
Covenants of the Debtors. Each of the Debtors hereby, jointly and severally, covenants and agrees with the Backstop Parties as set forth in this Section 5.
Covenants of the Debtors. Each Debtor covenants that:
Covenants of the Debtors. Unless otherwise provided in the Agreed Plan, each of the Debtors covenants to each other Party that it will from the date of this SRC Agreement to and including the Closing Date:
Covenants of the Debtors. (a) Upon request of the Secured Party, Debtor will, upon reasonable notice, permit representatives of the Secured Party, during normal business hours, to inspect its properties included in the Collateral and to inspect and make abstracts from its books and records pertaining to the Collateral.
Covenants of the Debtors. So long as this Security Agreement remains in effect the Debtors, severally and jointly, covenant and agree:
Covenants of the Debtors. The Debtors hereby agree with the Backstop Equity Investors as set forth in this Section 4.
Covenants of the Debtors. Until satisfied or terminated as ------------------------- otherwise provided herein, each of the Debtors covenants and warrants that each (i) will defend its interest in the Property against the claims of all persons; (ii) will keep its interest in the Property free from all security interests or other encumbrances except the Security Interest; (iii) will not assign, sell, transfer, deliver or otherwise dispose of the Property or any interest therein or attempt to do the same without the prior written consent of the Secured Party, intending hereby to allow for retirement and replacement of Equipment and the sale of the Inventory in the ordinary course of business; (iv) will notify the Secured Party promptly in writing of any change in each Debtor's address, name or identity specified above; (v) in connection herewith, will execute and deliver to the Secured Party such financing statements and other documents, pay all costs of title searches and filing financing statements and other documents in all public offices reasonably requested by the Secured Party, and take such other action as the Secured Party may reasonably deem advisable to perfect the Security Interest created hereby; and (vi) will pay taxes, filing or registration fees, assessments and other charges of every nature which may be levied or assessed against the Property or related to the Security Interest granted herein. The Debtors appoint the Secured Party as the Debtors' attorney- in-fact to perform all acts which the Secured Party deems appropriate to perfect and continue the Security Interest, to protect and preserve the Property and to endorse and transfer all or any part of the Property.
Covenants of the Debtors. The Debtors hereby, jointly and severally, agree with the Purchasers as set forth in this Section 4:
Covenants of the Debtors. On the terms and subject to the conditions set forth herein, the Debtors hereby, jointly and severally, agree with the Backstop Providers as set forth in this Section 4.
