Additional Covenants of Seller and Purchaser Sample Clauses

Additional Covenants of Seller and Purchaser. Seller covenants and agrees with Purchaser and Parent, until Closing, as follows:
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Additional Covenants of Seller and Purchaser. (a) Examination and Access. Between the date of this Agreement and the Closing Date, Seller shall, upon reasonable advance notice, permit Purchaser and its employees, representatives, agents, and accountants to enter the Real Estate and commence site visits during normal business hours, shall furnish Purchaser and its employees, representatives, agents, and accountants with free access to all books, records, plans, and specifications related to the Assets, provided that such examination by Purchaser shall not unreasonably disrupt Seller's operation of the Business, shall, in accordance with the Temporary Access Agreement between Seller and Purchaser dated July 7, 2000 (the "Temporary Access Agreement"), permit Purchaser to conduct such physical inspections, including environmental assessments and engineering studies, as Purchaser deems advisable, and Seller shall provide to Purchaser such written consents as may be necessary to gain access to statutory lien and other appropriate due diligence searches. Such examination by Purchaser or its agents shall not affect any representations or warranties made by Seller or Purchaser's right to rely on such representations and warranties, unless Purchaser had actual knowledge, prior to the execution of this Agreement, that such representations or warranties were untrue in any material respects.
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Additional Covenants of Seller and Purchaser. Seller and Purchaser hereby additionally covenant as follows:
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Additional Covenants of Seller and Purchaser. The Parties further covenant and agree that they will comply with all covenants and provisions of this Article 7, except to the extent the other Party may otherwise consent in writing.
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Additional Covenants of Seller and Purchaser. (a) Seller and Purchaser agree that, except as otherwise provided herein, or unless otherwise required by any applicable federal, state or local laws, without the prior written consent of the other, neither Seller nor Purchaser shall release any Information with respect to the transactions contemplated by this Agreement, except that the foregoing shall not apply to any release by the parties to their respective employees, officers and directors, professional advisors and banking relationships.
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Additional Covenants of Seller and Purchaser 
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Related to Additional Covenants of Seller and Purchaser

  • COVENANTS OF SELLER AND BUYER Seller and Buyer each covenant with the other as follows:

  • PRE-CLOSING COVENANTS OF SELLER Seller hereby covenants and agrees that, between the date hereof and the Closing, it will comply with the provisions of this Article IV, except to the extent Purchaser may otherwise consent in writing.

  • Additional Covenants of Servicer (a) Unless required by Applicable Law or court order, at the direction of a regulatory authority or, as evidenced by an Opinion of Counsel, in accordance with regulatory guidance, the Servicer will not release the Financed Vehicle securing each such Receivable from the security interest granted by such Receivable in whole or in part except (a) in the event of payment in full by or on behalf of the Obligor thereunder or payment in full less a deficiency which the Servicer would not attempt to collect in accordance with its Customary Servicing Practices, (b) in connection with the repossession and liquidation of such Financed Vehicle or (c) as may be required by an insurer in order to receive proceeds from any Insurance Policy covering such Financed Vehicle.

  • Additional Covenants of the Parties Section 7.1.

  • COVENANTS OF BUYER AND SELLER Buyer and Seller agree that:

  • Covenants of Sellers Sellers agree that:

  • Additional Covenants of the Seller The Seller hereby covenants and agrees with the Depositor as follows:

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF SELLER AND PURCHASER 4.1 To induce Purchaser to enter into this Agreement, Seller hereby makes for the benefit of Purchaser and its assigns with respect to each Mortgage Loan as of the date hereof (or as of such other date specifically set forth in the particular representation and warranty) each of the representations and warranties set forth on Exhibit 2 hereto, except as otherwise set forth on Schedule 2-A attached to such Exhibit 2. In addition, Seller hereby further represents, warrants and covenants to Purchaser as of the date hereof as follows:

  • Covenants of Seller Seller covenants and agrees with Buyer as follows:

  • Additional Covenants and Agreements of the Parties 6.1 IMPLEMENTATION TEAM. The Parties will form a team (the "Implementation Team") to oversee the activities contemplated by this Agreement. The Implementation Team will be comprised of three (3) members from each Party. Each Party will appoint a member representing each of manufacturing, marketing/sales and regulatory. Either Party may change its representative(s) on the Implementation Team at any time by providing prior written notice to the other Party. Unless otherwise agreed to by the Parties, after the Closing Date, the Implementation Team will meet (in person or by telephone or video conference) at least one (1) time each Calendar Quarter upon no less than thirty (30) days prior written notice from one Party to the other to discuss any matters arising out of a Party's performance (or non-performance) of its obligations under this Agreement. The Implementation Team will initially be responsible for creating detailed operational plans for the transition contemplated by this Agreement; provided, however, that the activities contemplated by the foregoing will not take place until after the Closing Date to the extent doing so would be in violation of Applicable Law. The detailed operational plans will include a time line and clear understanding of roles and responsibilities contemplated by this Agreement. The Implementation Team will also have responsibility for coordinating effective communication of progress and issues that arise between the Parties. Special meetings of the Implementation Team may be called by either Party upon no less than thirty (30) days' prior written notice to the other Party, which notice must be accompanied by a written agenda of items to be discussed at such special meeting.

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