Agreement of Company. The Company hereby agrees that it will take all Necessary Actions to cause the matters addressed by this Article II to be carried out in accordance with the provisions thereof. Without limiting the foregoing, the Secretary of the Company or such other officer or employee of the Company who may be fulfilling the duties of the Secretary, shall not record any vote or consent or other action contrary to the terms of this Article II.
Agreement of Company. The Company agrees that, except as may be required by law, court order, or a valid request by a government agency, the Company will not make any written statement, and no officer of the Company or member of the Board of Directors of the Company will, directly or indirectly, make any statement, oral or written, or perform any act or omission which disparages Executive or casts Executive in a negative light. This Paragraph 4(b) shall not in any way limit the ability of the Company or any member of the Board of Directors to provide truthful testimony or information in response to a subpoena, court order, or valid request by a government agency, or as otherwise required by law.
Agreement of Company. COMPANY expressly acknowledges and agrees that it is acquiring 100% of the Capital Stock of NEW WORLD from the SELLER without any representations or warranties of any kind made by SELLER or any other party with respect to NEW WORLD including without limitation, any representations or warranties with respect to the NEW WORLD’s business, financial condition, assets, operations, contracts, results of operations, or future prospects. COMPANY is relying exclusively on its own due diligence investigation of NEW WORLD with respect to such matters. The COMPANY and its authorized agents have had reasonable access to its properties, books, records, files, and documents relating to the COMPANY to engage in due diligence as shall be reasonable under the circumstances. COMPANY understands that all liabilities of NEW WORLD that accrue prior to the Closing Date shall not be part of the 100% acquisition of the NEW WORLD Capital Stock form SELLER. From and after the Closing Date, SELLER and NEW WORLD shall indemnify COMPANY and its officers and directors from and against all liabilities of SELLER and NEW WORLD that shall have accrued prior to the Closing Date, and all liabilities arising in any way out of SELLER’s ownership of the CAPITAL STOCK of NEW WORLD prior to the Closing Date. COMPANY shall have liability for all such liabilities that accrue from and after the Closing Date.
Agreement of Company. Company shall deliver written notice to Lxxxxx Brothers Commercial Paper, Inc. (“LCPI”), in accordance with Section 4.1(b) of the Credit Agreement, as amended by this Amendment, terminating in full the Multicurrency Revolving Commitment and Swing Line Commitment of LCPI. Such notice shall (i) specify that the termination effected thereby shall be effective, as of the Third Amendment Effective Date, immediately upon effectiveness of this Amendment, and (ii) have been acknowledged and accepted by the Administrative Agent.
Agreement of Company. Pursuant to Section 6.1 of the Amended and Restated Limited Liability Company Agreement, as from time to time in effect (the "Agreement"), of FT Defined Portfolios LLC, the Delaware limited liability company referenced in the Agreement (the "Company"), the Board of Trustees of the Company is authorized to adopt these Bylaws provided that such Bylaws are not inconsistent with the Agreement. Accordingly, with regards to any provision of these Bylaws that is inconsistent with the Agreement, the terms of the Agreement shall control.
Agreement of Company. Subject to Section 6(a) and Section 3(d) hereof, the Company hereby acknowledges that:
Agreement of Company. The Company agrees that it shall not grant any Lien on the Collateral to any Person except (a) the Senior Secured Parties pursuant to the Senior Loan Documents, (b) in respect of indebtedness qualifying as Junior Lien Debt satisfying all of the requirements set forth in the definition of Junior Lien Debt or (c) except as otherwise permitted under the Senior Loan Documents. The Company further agrees not to consent to any action of any Junior Secured Party contrary to the terms of this Agreement.
Agreement of Company. The Company agrees that, except as may be required by law, court order, or a valid request by a Government Agency, no member of the Board of Directors will, directly or indirectly, make any statement, oral or written, or perform any act or omission which disparages Executive or casts Executive in a negative light. This Paragraph 9(b) shall not in any way limit the ability of the Company or any member of the Board of Directors to provide truthful testimony or information in response to a subpoena, court order, or valid request by a Government Agency, or as otherwise required by law.
Agreement of Company. The Company agrees, for itself and its successors, assigns, and any entity which it controls, that, in consideration of Synopsys' approval, as the sole stockholder of Company, of the investments being made by the Investors and the other transactions contemplated in connection therewith, the Company will be bound to the restrictions described in this Section 3.1.
Agreement of Company. The Company hereby agrees that it will take all Necessary Actions to cause the matters addressed by this SECTION III to be carried out in accordance with the provisions thereof.
