AFFIRMATIVE COVENANTS OF ACQUIROR. Acquiror hereby covenants and agrees that, prior to the Effective Time, unless otherwise expressly contemplated by this Agreement or consented to in writing by the Company and the Shareholders, Acquiror will:
AFFIRMATIVE COVENANTS OF ACQUIROR. Acquiror hereby covenants and agrees that, during the period from the date of this Agreement to the Effective Time, unless otherwise expressly contemplated by this Agreement or consented to in writing by Company, Acquiror will:
AFFIRMATIVE COVENANTS OF ACQUIROR. The Acquiror hereby covenants and agrees that, prior to the Effective Time, unless otherwise expressly contemplated by this Agreement or the Option Agreement or consented to in writing by the Company (which consent shall not be unreasonably withheld, delayed or conditioned), the Acquiror shall, and shall cause each Acquiror Subsidiary to: (a) operate its business in the usual and ordinary course consistent with past practices; (b) use its reasonable efforts to preserve substantially intact its business organization, maintain its rights and franchises, retain the services of its respective principal officers and key employees and maintain its relationship with its respective principal customers and suppliers; (c) use its reasonable efforts to maintain and keep its properties and assets in as good repair and condition as at present, ordinary wear and tear excepted; (d) use its reasonable efforts to keep in full force and effect insurance comparable in amount and scope of coverage to that currently maintained; (e) prepare and file all Tax Returns required to be filed in a timely manner, and in a manner consistent with past practices and applicable laws and regulations; (f) timely file with the SEC all reports required to be filed under the Exchange Act, which reports (including the unaudited interim financial statements included in such reports) shall comply in all material respects with the Exchange Act, the rules and regulations promulgated thereunder and all applicable accounting requirements; and (g) operate its business in accordance with the terms of its licenses and in all material respects with all applicable laws.
AFFIRMATIVE COVENANTS OF ACQUIROR. 41 SECTION 6.4. NEGATIVE COVENANTS OF ACQUIROR............................41
AFFIRMATIVE COVENANTS OF ACQUIROR. 29 SECTION 6.5. AGREEMENT OF ACQUIROR TO CONSULT WITH THE COMPANY.......................................29
AFFIRMATIVE COVENANTS OF ACQUIROR. Acquiror hereby covenants and agrees that, from the date hereof until the earlier of the Effective Time or termination of this Merger Agreement pursuant to Section 9.1, unless otherwise expressly contemplated by this Merger Agreement or consented to in writing by the Company, Acquiror shall, and shall cause each of its Significant Subsidiaries to, (a) operate its business consistent with past practices (including without limitation, subject to Section 6.5, pursuing and engaging in acquisition and financing transactions in a manner similar to the manner such transactions have been pursued and engaged in since January 1, 1998) and in accordance with applicable Laws; (b) preserve substantially intact its business organization, maintain its rights and franchises, use its best efforts to retain the services of its respective principal officers and key employees and maintain its relationship with its respective suppliers, contractors, distributors, customers and others having business relationships with it; and (c) maintain and keep its properties and assets in as good repair and condition as at present, ordinary wear and tear excepted.
AFFIRMATIVE COVENANTS OF ACQUIROR. 24 6.02 NEGATIVE COVENANTS OF ACQUIROR . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
AFFIRMATIVE COVENANTS OF ACQUIROR. Except as contemplated by this Agreement or consented to in writing by the Company, from the date of this Agreement until the Effective Time, the Acquiror shall take all reasonable actions that would or is reasonably likely to ensure that any of the Acquiror's representations and warranties set forth in this Agreement are true as of the date made (to the extent so limited) or that any of the conditions of the Merger set forth in Article 7 are satisfied.
AFFIRMATIVE COVENANTS OF ACQUIROR. 33 6.02 NEGATIVE COVENANTS OF ACQUIROR .........................................................................33 ARTICLE VII ADDITIONAL AGREEMENTS
AFFIRMATIVE COVENANTS OF ACQUIROR. Acquiror hereby covenants and agrees that, prior to the Effective Time, unless otherwise expressly contemplated by this Agreement or consented to in writing by the Company, Acquiror shall (a) operate its business in accordance with applicable laws (including complying with the Exchange Act and other securities laws and rules and regulations of the NASDAQ); and (b) preserve substantially intact its business organization.
