Common use of Covenants of Assignor Clause in Contracts

Covenants of Assignor. 7.1 On the Closing Date, the Assignor shall deliver to the Agent a copy of the minutes of a resolution passed by the board of directors of the Assignor approving the entering into, execution and performance by the Assignor of this Agreement. 7.2 The Assignor undertakes and covenants for as long as any of the Secured Obligations remains unpaid or is capable of arising as follows: (a) unless expressly otherwise permitted by the Loan and Security Agreement, not to enter into any legal instrument relating to, or grant or permit to be created or to subsist any Lien, other than a Permitted Lien, over, or dispose of, or waive, or assign any of the Bank Account Claims or take or permit any other action or omission that could impair or jeopardize any rights of the Agent under this Agreement, including but not limited to closing any of the Bank Accounts, or could impair or jeopardize the enforcement of the security interest under this Agreement or the value of the Bank Account Claims; (b) to without delay communicate any information relating to the Future Bank Accounts, in particular the account details of such bank accounts and the name and address of the bank with which they are planned to be held, to the Agent; and (c) to promptly do all things and execute all documents that are reasonably requested by the Agent from time to time for the purpose of the exercise of the Agent's rights hereunder or securing or perfecting the security interest under this Agreement.

Appears in 1 contract

Sources: Bank Account Claims Security Assignment Agreement (Auris Medical Holding AG)

Covenants of Assignor. 7.1 On the Closing Date, the Assignor shall deliver to the Agent a copy of each: (a) the minutes of a resolution passed by the board of directors of the Assignor approving the entering into, execution and performance by the Assignor of this Agreement; and (b) a list of all Account Receivables outstanding as at the end of the last fiscal quarter preceding the Effective Date or as of a more recent date as the Assignor deems fit, setting forth the exact amounts owed to the Assignor. 7.2 The Assignor undertakes and covenants for as long as any of the Secured Obligations remains unpaid or is capable of arising as follows: (a) unless expressly otherwise permitted by the Loan and Security Agreement, not to enter into any legal instrument relating to, or grant or permit to be created or to subsist any LienLien over, other than a Permitted Lien, over, or dispose of, or waive, or assign any of the Bank Account Claims Receivables or take or permit any other action or omission that could impair or jeopardize any rights of the Agent under this Agreement, including but not limited to closing any of the Bank Accounts, Agreement or could impair or jeopardize the enforcement of the security interest under this Agreement or the value of the Bank Account Claims; (b) to without delay communicate any information relating to the Future Bank Accounts, in particular the account details of such bank accounts and the name and address of the bank with which they are planned to be held, to the AgentReceivables; and (cb) to promptly do all things and execute all documents that are reasonably requested by the Agent from time to time for the purpose of the exercise of the Agent's rights hereunder or securing or perfecting the security interest under this Agreement.

Appears in 1 contract

Sources: Claims Security Assignment Agreement (Auris Medical Holding AG)