Material Covenants. It is understood by and between the parties that the foregoing covenants set forth in Sections 6 and 7 are essential elements of this Agreement, and that but for the agreement of ANDERS to comply with such covenants, the Company would not have entered into this Agreement. Such covenants by ANDERS shall be construed as agreements independent of any other provision of this Agreement and the existence of any claim or cause of action ANDERS may have against the Company whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of these covenants.
Material Covenants. The failure or neglect by Customer to observe, keep or perform any of the material covenants, terms and conditions of this Agreement where such non-performance is of substantial nature and not corrected by Customer within thirty (30) days after prior written notice by STARVISION; or
Material Covenants. Lessee (i) fails to rectify the non-compliance of the Leased Property with the conditions of Section 12 and Schedule 3 or redeliver the Leased Property to Lessor in accordance with Section 12.2, (ii) fails to maintain in full force and effect any insurance required to be maintained under Section 9, or
Material Covenants. Lessee (i) fails to maintain in full force and effect any insurance required to be maintained under Clause 9, or (ii) transfers possession of the Airframe or any Engine to another Person other than as permitted by this Agreement; or
Material Covenants. The parties acknowledge that for purposes of Sections 10.2(b) and 11.1(d)(B), "material covenants" and "material obligations" shall include, without limitation: (a) covenants and obligations involving the mere payment of money, (b) covenants and obligations, the breach of which could have the effect of diminishing the Borrowing Base (as defined in the Senior Bank Commitment Letter), (c) covenants and obligations, the breach of which could have the effect of hindering, delaying or frustrating the Closing, (d) covenants and obligations, the breach of which could have the effect of hindering, delaying or frustrating the financing pursuant to the Senior Commitment Letter, the Bridge Commitment Letter or the Engagement Letter, or (e) covenants and obligations as to which notice of breach has been given pursuant to Section 11.1(d)(B) and as to which such breach is capable of being, but has not been, cured, within the cure period provided for in Section 11.1(d)(B).
Material Covenants. The Seller and DQE acknowledge that their agreement with the covenants in this Section 6.16 are material conditions to Buyer's agreement to execute and deliver this Agreement and to consummate the transactions contemplated hereby, are essential elements of this Agreement and without the agreement of Seller and DQE to comply with such covenants, Buyer would not have agreed to purchase the Membership Interests pursuant to this Agreement.
Material Covenants. It is understood by and between the parties that the foregoing covenants set forth in Sections 6 and 7 are essential elements of this Agreement, and that but for the agreement of LUGO xx comply with such covenants, the Company would not have entered into this Agreement. Such covenants by LUGO xxxll be construed as agreements independent of any other provision of this Agreement and the existence of any claim or cause of action LUGO xxx have against the Company whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of these covenants.
Material Covenants. The Company shall fail to perform or observe any covenant set forth in Section 3.02 hereof or its obligation to provide notice to the Noteholders under Section 7.1(b) of the Note Agreement and such failure is not cured within thirty (30) days after earlier to occur of (i) a Responsible Officer of the Company obtaining actual knowledge of such failure and (ii) the Company receiving written notice of such failure from the Trustee or any Noteholder in accordance with the terms of the Indenture or the Note Agreement;
Material Covenants. The Shareholder acknowledges that without his covenants set forth in this Agreement, RUBICS would not be willing to consummate the transactions contemplated by the Acquisition Agreements. The Shareholder expressly agrees that the character, duration and geographical scope of this Agreement are reasonable in light of the circumstances as they exist on the date of this Agreement and are necessary to protect the legitimate business interests of RUBICS because of the geographic scope of the RUBICS Group's business.
Material Covenants. It is understood by and between the parties that the foregoing covenants set forth in Sections 6 and 7 are essential elements of this Agreement, and that but for the agreement of WALLXXX xx comply with such covenants, the Company would not have entered into this Agreement. Such covenants by WALLXXX xxxll be construed as agreements independent of any other provision of this Agreement and the existence of any claim or cause of action WALLXXX xxx have against the Company whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of these covenants.
