Covenants and Further Assurances. (a) Debtor agrees that from time to time, at its own expense, it will promptly execute and deliver all further instruments and documents, and take all further action, that may be reasonably necessary or desirable, or that Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be granted hereby or to enable Lender to exercise and enforce rights and remedies hereunder with respect to any Collateral. Without limiting the generality of the foregoing, Debtor will, subject to the priority rights, if any, of the holders of the Senior Liens: (i) xxxx conspicuously each document included in the Collateral and each of its records pertaining to the Collateral, with a legend, in form and substance satisfactory to Lender, indicating that such document or Collateral is subject to the security interest granted hereby; (ii) transfer, register or otherwise put any of the Collateral in the name of Lender or its nominee; and (iii) execute and file such Financing Statements, and such other instruments or notices, as may be necessary or desirable, or as Lender may request, in order to perfect and preserve the security interest granted or purported to be granted hereby.
Covenants and Further Assurances. The Pledgor:
Covenants and Further Assurances. The Developer shall, at its sole cost and expense, provide the City with an independent legal opinion confirming marketable title and confirming that this Agreement is consistent with documents referenced in this section (the “Legal Opinion”). Subject to the receipt of the Legal Opinion, Developer and the City hereby acknowledge that certain Covenant recorded in Official Records Book 6450, at Page 729, as affected by that certain Covenant recorded in Official Records Book 6890, at Page 26, as further affected by that certain Vacation of Covenant recorded in Official Records Book 8783, at Page 944, as further affected by that certain Covenant recorded in Official Records Book 8898, at Page 440, as further affected by that certain Covenant recorded in Official Records Book 9345, at Page 773, as further affected by that certain Corrective Vacation of Covenant recorded in Official Records Book 9455, at Page 783, each of the foregoing being recorded amongst the Public Records of Broward County, Florida (collectively, the "Consolidated Covenant"). City hereby agrees to review and consider a Resolution authorizing the City to join in and consent to the amendment and restatement of the Consolidated Covenant to substitute the legal descriptions attached thereto with the legal description set forth in Exhibit C to the Consolidated, Amended and Restated Covenant, a copy of which is attached hereto and made a part hereof as Exhibit "F-1", in order to reconfigure a portion of the existing golf course to permit the Proposed Development of the Property and to restrict the Golf Course Parcel for use as a golf course with related amenities and operations which uses may include, but shall not be limited to, a clubhouse, pro shop, locker room, swimming pools, cabanas, liquor, beer and wine bar facilities, dining room facilities, parking, tennis courts, putting greens, golf driving ranges and all other incidental uses thereto upon that portion of the Property. City further acknowledges that the Property is subject to various easements in favor of the City and Tamarac Utilities, Inc., which easement are incorporated herein by reference. City agrees to review and consider any application by Developer to vacate or relocate the easements, at Developer's sole cost and expense, if the existing easements impede the Proposed Development of the Property including, but not limited to, amending the legal descriptions of the easement areas or terminating such existing easements provided ...
Covenants and Further Assurances. 24.1.1 The Parties undertake to each other, and shall procure that the Company undertakes, to execute and perform all such deeds, documents, assurances, acts and things, to cooperate in obtaining all regulatory approvals and to exercises their voting rights in the General Meeting and the other corporate bodies of the Company and all powers and rights available to them, including, without limitation, the convening of all meetings and the giving of all waivers and consents and passing all resolutions reasonably required to ensure that the Parties and the members of the other corporate bodies and, so far as any obligations are expressed to be imposed upon it, the Company:
Covenants and Further Assurances. (a) Seller and OTC hereby covenant and agree to have Price Waterhouse LLP, their independent auditors, prepare audited financial statements (the "Audited Financial Statements"), including the Closing Balance Sheet for Seller and ODM on a consolidated basis for the two year period ending February 28, 1998. Seller shall cause the Audited Financial Statements to be completed in accordance with Generally Accepted Accounting Principles and delivered to Purchaser on or before May 15, 1998. Purchaser agrees to share the additional costs and expenses incurred by Seller to obtain the Audited Financial Statements over and above the costs and expenses incurred to prepare the audited financial statements of OTC, Seller, ODM and their affiliates on a consolidated basis. Purchaser shall provide to Seller's independent auditors reasonable cooperation and all necessary information and assistance to permit Seller to prepare such Closing Balance Sheet.
Covenants and Further Assurances. Until the Obligations are paid in full and the Credit Agreement has terminated:
Covenants and Further Assurances. Until the Obligations are paid in full and the Indenture has terminated:
Covenants and Further Assurances. 6.1 Debtor agrees not to sell, assign, pledge, mortgage, transfer or otherwise encumber its right, title or interest in or to a material portion of the Collateral as long as the Asset Purchase Agreement and this Security Agreement are in effect, except (i) for a sale in connections with which the Debtor complies with Paragraph 3.2(d) of the Asset Purchase Agreement or (ii) with the prior written consent of the Secured Party, which consent shall not be unreasonably withheld.
Covenants and Further Assurances. The Grantor represents and warrants, as of the date of this Deed of Easement, that he is the sole owner and lawfully seized of a fee simple estate in the Land and has the right to grant and convey the Easement, and that there exist no liens, security interests or other encumbrances on or with respect to the Land (other than “Permitted Encumbrances” defined in the Installment Purchase Agreement). Grantor further covenants that he has not done or suffered to be done any act, matter or thing whatsoever to encumber the Easement or the Development Rights hereby conveyed, that he shall warrant specially the property interests herein conveyed, and that he shall execute such further assurances of the same as may be required.
Covenants and Further Assurances. From time to time after the closing date, at either parties reasonable request and without expense to the other party, each parties agrees to execute and deliver such other instruments and take such other actions as the requesting party may reasonably require to more effectively carry out the intent of this Agreement.
