Breach of Representations, Warranties, Agreements and Covenants. Subject to its rights under Section 8.1, each party hereto will not voluntarily take, or fail to take, any action which from the date hereof through the Closing would cause or constitute a material breach of any of its representations, warranties, agreements and covenants set forth in this Agreement. In the event of, and promptly after becoming aware of, the actual, pending or threatened occurrence of any event which would cause or constitute such a breach or inaccuracy, such party will give detailed notice thereof to the other parties hereto and will use its commercially reasonable efforts to prevent or promptly remedy such breach or inaccuracy.
Breach of Representations, Warranties, Agreements and Covenants. Each of Avant!, Sub and Compass shall use its respective best efforts to refrain from taking any action that from the date hereof through the Closing or earlier termination of this Agreement would cause or constitute a breach of any of its respective representations, warranties, agreements and covenants set forth in this Agreement. In the event of, and promptly after becoming aware of, the actual, pending or threatened occurrence of any event that would cause or constitute such a breach or inaccuracy, each party shall give detailed notice thereof to the other parties and shall use its best efforts to prevent or promptly remedy such breach or inaccuracy.
Breach of Representations, Warranties, Agreements and Covenants. Each --------------------------------------------------------------- of Buyer, Merger Sub and Seller shall use its respective reasonable efforts to not take, or fail to take, any action that from the date hereof through the Closing would cause or constitute a breach of any of its respective representations, warranties, agreements and covenants set forth in this Agreement. In the event of, and promptly after becoming aware of, the actual, pending or threatened occurrence of any event that would cause or constitute such a breach or inaccuracy, each party shall give detailed notice thereof to the other parties and shall use its reasonable efforts to prevent or promptly remedy such breach or inaccuracy.
Breach of Representations, Warranties, Agreements and Covenants. The Company and the Securityholders shall not intentionally take, or deliberately fail to take, any action between the date hereof and the Time of Closing which they know would cause or constitute a material breach of any of the Warranties. In the event of, and promptly after becoming aware of, the actual, pending or threatened occurrence of any event which would cause or constitute such a breach or inaccuracy, the Securityholders and the Company shall give detailed written notice thereof to P-Com and Purchaser and shall use all reasonable endeavours to prevent or promptly remedy such breach or inaccuracy.
Breach of Representations, Warranties, Agreements and Covenants. NewLogic shall not knowingly take, or knowingly fail to take, any action which from the date hereof through the Closing would cause or constitute a material breach of any of its representations, warranties, agreements and covenants set forth in this Agreement. Promptly after becoming aware of the actual, pending or threatened occurrence of any event which would cause or constitute such a material breach or inaccuracy, NewLogic shall give notice thereof to Paradigm and shall use all commercially reasonable efforts to prevent or promptly remedy such breach or inaccuracy.
Breach of Representations, Warranties, Agreements and Covenants. Paradigm shall not knowingly take, or knowingly fail to take, any action which from the date hereof through the Closing would cause or constitute a material breach of any of its representations, warranties, agreements and covenants set forth in this Agreement. In the event of, and promptly after becoming aware of, the actual, pending or threatened occurrence of any event which would cause or constitute such a material breach or inaccuracy, Paradigm shall give notice thereof to NewLogic and shall use its commercially reasonable efforts to prevent or promptly remedy such breach or inaccuracy.
Breach of Representations, Warranties, Agreements and Covenants. Each Securityholder shall not knowingly take, or knowingly fail to take, any action which from the date hereof through the Closing would cause or constitute a material breach of any of its representations, warranties, agreements and covenants set forth in this Agreement or a material breach of NewLogic's covenants set forth in Section 6.9. Promptly after becoming aware of the actual, pending or threatened occurrence of any event which would cause or constitute such a material breach or inaccuracy, such Securityholder shall give notice thereof to NewLogic and to Paradigm and shall use all commercially reasonable efforts to prevent or promptly remedy such material breach or inaccuracy. The parties agree that a Securityholder's resignation of employment from, or termination of employment for Cause by, Paradigm, on or before the second anniversary of the Closing Date, shall constitute a Breach (as defined in Section 13.2) of this Section 8.4 and Section 6.9.
Breach of Representations, Warranties, Agreements and Covenants. Each of Buyer, Parent and Seller shall use its respective best efforts to not take, or fail to take, any action that from the date hereof through the Closing would cause or constitute a breach of any of its respective representations, warranties, agreements and covenants set forth in this Agreement. In the event of, and promptly after becoming aware of, the actual, pending or threatened occurrence of any event that would cause or constitute such a breach or inaccuracy, each party shall give detailed notice thereof to the other parties and shall use its best efforts to prevent or promptly remedy such breach or inaccuracy.
Breach of Representations, Warranties, Agreements and Covenants. Neither party shall take, or fail to take, any action which from the date hereof through the Time of Closing would cause or constitute a material breach whereby such material breach remains uncured fifteen (15) days after receipt of written notice to the other party of such breach, of any of its representations, warranties, agreements and covenants set forth in this Agreement.
Breach of Representations, Warranties, Agreements and Covenants. (a) The Securityholders shall cause the Company not to take, or fail to take, any action which from the date hereof through the Closing would cause or constitute a breach of any of the Securityholders' representations, warranties, agreements and covenants set forth in this Agreement. In the event of, and promptly after becoming aware of, the actual, pending or threatened occurrence of any event which would cause or constitute such a breach or inaccuracy, the Securityholders shall give detailed notice thereof to Purchaser and shall use their best efforts to prevent or promptly remedy such breach or inaccuracy.
