Xxxxxx Covenants. Xxxxxx covenants and agrees that it will not, prior to the date that is one year and one day after the payment in full of all amounts owing pursuant to the Indenture, institute against any Issuer Group Member, or join any other Person in instituting against any Issuer Group Member, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or similar proceedings under the laws of any applicable jurisdiction. This Section 4.02 shall survive the termination of this Agreement.
Xxxxxx Covenants. 15.1 For as long as SB Motel Corp. or any other direct or indirect wholly owned subsidiary of Salomon Brothers Holding Company Inc (as the case may be, "SBMC") owns any of the Shares, Xxxxxx shall provide at least 30 days' prior written notice to Salomon Brothers Inc (at the address for Sellers set forth herein) of any equity offering of Xxxxxx ("Equitv Offering") and an opportunity to make the first offer to underwrite such offering. Provided that Salomon Brothers Inc shall submit a written proposal to Xxxxxx with respect to such underwriting within 20 days after written notice from Xxxxxx that it proposes to have such Equity Offering, and provided further that, after reviewing whether Salomon Brothers Inc's proposal has terms, pricing, a fee structure and any other pertinent business terms substantially similar in Xxxxxx'x judgment to those available from an alternative underwriter, Xxxxxx shall give due consideration to Salomon Brothers Inc's proposal but, subject to the remaining provisions of this Section 15.1, shall have the sole and absolute discretion to determine whether or not to choose Salomon Brothers Inc as the principal underwriter. Notwithstanding the foregoing, if Xxxxxx after giving such due consideration wishes to accept an offer from an alternative underwriter (the "Alternative Underwriter") in connection with any Equity Offering, Xxxxxx shall provide at least five (5) Business Days' prior written notice (the "Right of First Refusal Period") of same to Salomon Brothers Inc (at the address for Sellers set forth herein). Provided that within the Right of First Refusal Period Salomon Brothers Inc shall submit a written proposal to Xxxxxx with respect to such underwriting which is substantially similar to the terms, pricing, fee structure and any other pertinent business terms of the offer of the Alternative Underwriter (the "Matching Offer"), Xxxxxx shall accept the Matching Offer of Salomon Brothers Inc to be the principal underwriter. If Salomon Brothers Inc does not provide Xxxxxx with a Matching Offer during the Right of First Refusal Period, Xxxxxx shall be entitled to enter into an underwriting commitment with the Alternative Underwriter within thirty (30) days after the expiration of the Right of First Refusal Period, provided that the underwriting commitment entered into with the Alternative Underwriter is no more favorable to the Alternative Underwriter (in its terms, pricing, fee structure and any other pertinent business terms wh...
Xxxxxx Covenants. 10.3.1 Xxxxxx will not amend or modify the Material Contracts in a way that would be inconsistent with any term of this Agreement.
Xxxxxx Covenants. (a) Xxxxxx covenants and agrees that during the Term, on its behalf and on behalf of each of its permitted sublicensees, to:
Xxxxxx Covenants. 8 9. RTPA...............................................................8 10. Announcements.....................................................8 11. Assignment........................................................9 12.
Xxxxxx Covenants. 8.1 Xx Xxxxxx hereby covenants that after Completion he will not at any time sell, transfer, assign, pledge or undertake to sell, transfer, assign or pledge, or otherwise dispose of any quotas he holds in the issued capital of the Company to any person other than to the Purchaser.
Xxxxxx Covenants. Upon Database's full payment of the Note, Xxxxx shall tender to Database his written resignation as a director Database and provide Database with a written discharge of Database's obligations under the Note.
Xxxxxx Covenants xXxxxx hereby agrees to, after Closing:
Xxxxxx Covenants. The Glazers, jointly and severally, hereby covenant and agree as follows:
Xxxxxx Covenants. The Xxxxxx covenants with the Landowner: To pay all amounts payable by the Xxxxxx to the Landowner under this Lease (collectively the “Rent”); To use the Leased Premises only for the permitted purposes listed above or any permitted purpose that Landowner later gives written permission to do; To comply with present and future laws, regulations and orders relating to the occupation and use of the Leased Premises; To permit the Landowner to enter the Leased Premises at any time outside normal business hours in case of an emergency and otherwise during normal business hours where such will not unreasonably disturb or interfere with the Xxxxxx’x use of the Leased Premises or operation of its business, to examine or inspect the Lands; To be respectful of the Landowner’s property and business that take place on the surrounding property, to include but not limited to, people, buildings, equipment, livestock, and fixtures; To not limit in any way, access to the Water Source by other parties to include the Landowner and guests;
