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Covenants of the Adviser
Covenants of the Adviser contract clause examples
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Specific Covenants. Any Loan Party fails to perform or observe any term, covenant or agreement contained in any of [Section 6.01, 6.02, 6.03, 6.05, 6.07, 6.10, 6.11, 6.12, 6.15 or 6.16]6]6]6]6]6]6]6]6] or Article VII (other than [Section 7.15]) or Article X; or

General Covenants. # shall observe and perform the obligations imposed upon the lessor under the Leases in a commercially reasonable manner; # shall enforce the terms, covenants and conditions contained in the Leases upon the part of the

Additional Covenants. The Servicer will # immediately notify the Borrower, the Backup Servicer, the Administrative Agent, each Agent, each Lender and the Securities Intermediary of the existence of any Lien on any portion of the Collateral (other than the Lien of the Administrative Agent and Permitted Liens) if the Servicer has actual knowledge thereof, # defend the right, title and interest of such entities in, to and under the Collateral against all claims of third parties claiming through or under the Servicer, # transfer to the Securities Intermediary for deposit into the Collection Account, all payments received by the Servicer with respect to the Collateral in accordance with this Agreement other than during a Dominion Period or a Report Failure Period, # comply with the terms and conditions of this Agreement relating to the obligation of the Borrower to remove Receivables from the Collateral pursuant to this Agreement and the obligation of to reacquire Receivables from the Borrower pursuant to the Second Tier Purchase Agreement, # promptly notify the Borrower, the Administrative Agent, each Agent, each Lender, the Backup Servicer and

# and Restrictions. During the Term, and for a period of twelve (12) months following the last date of the Term hereof (theRestricted Period”), , nor its directors, officers, members, managers, shareholders, parents, subsidiaries and/or affiliated entities shall own, operate and/or enter into a contract manufacturing arrangement with any other third-party for similarly competitive products without the express written consent of , which shall not be unreasonably withheld or delayed, nor shall , or any of ’s members/shareholders owning ten percent (10%) or more of , own or operate a similarly competitive company to that of . Conversely, in the event exercises ’s rights pursuant to the Option Agreement and the HLTT Option Agreement and pays all amounts due to and HLTT thereunder, the Restricted Period shall no longer be of force or effect for the ; however, for a period of twelve (12) months following the final payment of the Asset Purchase Price and the HLTT Purchase Price (theSeller Restricted Period”), , HLTT, and WRH, nor its directors, officers, members, managers, shareholders, parents, subsidiaries and/or affiliated entities shall own, operate and/or enter into a contract manufacturing arrangement with any other third-party for similarly competitive products without the express written consent of , which shall not be unreasonably conditioned, withheld or delayed, nor shall , HLTT, and WRH, or any of , HLTT, and WRH’s members/shareholders owning ten percent (10%) or more of , HLTT, or WRH, own or operate a similarly competitive company.

9.01Survival of Representations, Warranties, Covenants and Agreements. Notwithstanding any right of SRSG, Merger Sub or BioSculpture (whether or not exercised) to investigate the affairs of SRSG, Merger Sub or BioSculpture or a waiver by SRSG or BioSculpture of any Closing Condition set forth in Article 7 or Article 8, each Party shall have the right to rely fully upon the representations, warranties, covenants and agreements of the other Party contained in this Agreement or the Schedules annexed hereto or in any agreement or instrument delivered pursuant to this Agreement. Unless earlier terminated pursuant to Article 10, all of the representations, warranties, covenants and agreements of BioSculpture, SRSG and of Merger Sub contained in this Agreement or in any Schedule, agreement or instrument delivered pursuant to this Agreement shall survive the Closing and Effective Time and continue until the sixth anniversary of the Closing.

Parent covenants and agrees that, until the termination of all of the Commitments and the payment in full of the Obligations, Parent and its Restricted Subsidiaries will maintain a Fixed Charge Coverage Ratio, calculated for each 12 month period ending on the first day of any Covenant Testing Period and the last day of each fiscal month occurring on or before the end of any Covenant Testing Period, in each case of at least 1.00 to 1.00.

Independent Covenants. All covenants contained in ARTICLE VI and ARTICLE VII of this Agreement shall be given independent effect so that if a particular action or condition is not permitted by one covenant, the fact that such action or condition would be permitted by another covenant shall not avoid the occurrence of a Default if such action is taken or condition exists.

Specific Covenants. The , any Subsidiary Guarantor or, in the case of [Section 7.11], Holdings, fails to perform or observe any term, covenant or agreement contained in,

Financial Covenants. Clauses [(b) and (c) of Section 8.12] of the Credit Agreement are hereby deleted in their entirety and the following are inserted in their stead:

Executive acknowledges and agrees that the post-termination obligations set forth in the Restrictive Covenant Agreement, including without limitation Executive’s obligations relating to confidentiality, non-use and non-disclosure of Proprietary Information (as defined in the Restrictive Covenant Agreement), cooperation, and return of property, are hereby incorporated by reference and shall remain in full force and effect pursuant to their terms to the maximum extent permitted by applicable law. Executive represents and warrants that Executive has complied with all provisions of the Restrictive Covenant Agreement at all times through the Effective Date (as defined below). However, nothing in this Agreement prevents Executive from engaging in communications protected by the National Labor Relations Act or discussing or disclosing information about unlawful acts in the workplace, such as harassment or discrimination or any other conduct that Executive has reason to believe is unlawful.

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