Additional Covenants and Acknowledgments of the Parties Sample Clauses

Additional Covenants and Acknowledgments of the Parties. (a) Between the date of this Agreement and the Closing Date, MDSI and the Shareholders shall cooperate to cause Connectria to operate only in the ordinary course of business consistent with past practice, and each of MDSI and the Shareholders shall continue to provide the same level of services and assistance as has been provided by such parties to Connectria in the period preceding the date of this Agreement. Neither MDSI nor the Shareholders shall take, or cause Connectria to take, any action to distribute any cash dividends or other assets to MDSI or to repay any indebtedness of Connectria to MDSI, or any other action that is inconsistent with the purposes of this Agreement or that could reasonably be expected to have an adverse impact on Connectria or its assets, liabilities, condition (financial or otherwise), business or prospects.
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Additional Covenants and Acknowledgments of the Parties 
Sample 1

Related to Additional Covenants and Acknowledgments of the Parties

  • Additional Covenants Agreements and Acknowledgements a. [Intentionally Omitted].

  • 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.

  • Certain Covenants and Acknowledgments 9 (a) Transfer Restrictions................................................ 9 -19-

  • Additional Covenants of the Parties Section 7.1.

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

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  • Additional Agreements and Acknowledgements of the Purchaser (a) Transfer Restrictions The Purchaser agrees that it shall not Transfer (as defined below) any Class B Shares or any Private Placement Warrants (including the securities issuable upon exercise of the Private Placement Warrants) except as may be permitted by the Insider Letter Agreement or any other written agreement subjecting such Securities to any Transfer restrictions (including any Transfer restrictions agreed to as part of a Change in Investment as contemplated by Section 1(e) above). As used in this Agreement, “

  • Representations and Additional Covenants of Repo Custodian (a) Repo Custodian represents and warrants that (i) it is duly authorized to execute and deliver this Agreement and to perform its obligations hereunder and has taken all necessary action to authorize such execution, delivery and performance, (ii) the execution, delivery and performance of this Agreement do not and will not violate any ordinance, declaration of trust, partnership agreement, articles of incorporation, charter, rule or statute applicable to it or any agreement by which it is bound or by which any of its assets are affected, (iii) the person executing this Agreement on its behalf is duly and properly authorized to do so, (iv) it has (and will maintain) a copy of this Agreement and evidence of its authorization in its official books and records, and (v) this Agreement has been executed by one of its duly authorized officers at the level of Vice President or higher.

  • Additional Covenants of the Company The Company further covenants and agrees with each Underwriter as follows:

  • Representations, Warranties, Covenants and Acknowledgments You hereby agree that in the event the Company and the Company’s counsel deem it necessary or advisable in the exercise of their discretion, the transfer or issuance of the Shares issued pursuant to the Restricted Stock Units may be conditioned upon you making certain representations, warranties, and acknowledgments relating to compliance with applicable securities laws.

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