CERTAIN MATTERS PENDING THE CLOSING. From and after the date of this Agreement and until the Closing Date:
CERTAIN MATTERS PENDING THE CLOSING. Seller and Buyer covenant and agree that from and after the date of this Agreement and until the Closing Date:
CERTAIN MATTERS PENDING THE CLOSING. Section 5.1. Carry on in Regular Course.
CERTAIN MATTERS PENDING THE CLOSING. From and after the date of this Agreement and until the Closing (unless otherwise provided herein) Sellers shall comply with each of the following provisions:
CERTAIN MATTERS PENDING THE CLOSING. With respect to any representation by or obligation of PNIC in this Article 7, or in any other Article or Section of this Agreement, PNFC shall be deemed to be making such representation on behalf of PNIC or agreeing to cause PNIC to undertake such obligation. With respect to any representation by or obligation of any Subsidiary of Front Royal, and with respect to any obligation of PNIC after the Closing Date, in this Article 7 or in any other Article or Section of this Agreement, Front Royal shall be deemed to be making such representation on behalf of such Subsidiary or agreeing to cause such Subsidiary or, after the Closing, PNIC to undertake such obligation.
CERTAIN MATTERS PENDING THE CLOSING. The Sellers covenant to Buyer that from and after the date of this Agreement and until the Closing Date:
5.1 Carry on in Ordinary Course. Tultex, in connection with the Business, Logo and LogoAH each shall (i) carry on the Business, including transactions with any of their Affiliates, in the ordinary course and substantially in the same manner as heretofore carried on, including, without limitation, (a) collection of the Accounts Receivable only in accordance with usual procedures, (b) payment of the Accounts Payable as they become due, and (c) funding of the working capital requirements of the Business, (ii) use their reasonable best efforts to preserve their properties, business and relationships with suppliers and customers, it being agreed that "reasonable best efforts", whenever required in this Agreement, shall not require the payment of any sum of money or providing any consideration to or for the benefit of any person to obtain or in connection with obtaining any consents to the assignment of any Licenses or Contracts or the extension or modification of any Licenses, (iii) without Buyer's consent, not issue additional equity securities or any rights, options or warrants with respect thereto, except for the granting of options or sale of securities of Tultex under the Employee Benefit Plans in the ordinary course, (iv) without Buyer's consent, not agree to any contract involving the expenditure of $10,000 or more during its term (other than those contemplated by Sections 6.10 and 6.11) or to make any single expenditure in excess of $10,000 which it is not obligated to make under obligations of the Sellers in connection with the Business existing prior to the execution of this Agreement, as shown on the Closing Pro Forma Statement of Net Assets, and (v) without Buyer's consent, not sell any of the Assets, other than Inventory in the ordinary course of business, consistent with past practice. The Sellers will advise Buyer in writing of any material adverse change in the financial condition, business or affairs of the Sellers' Business, or any declaration or payment of any dividend with respect to their capital stock or any repurchase of their capital stock.
CERTAIN MATTERS PENDING THE CLOSING. 14 Section 5.1 Carry on in Regular Course........................ 14 Section 5.2 Compensation...................................... 14 Section 5.3
CERTAIN MATTERS PENDING THE CLOSING. 5.1 Carry on in Regular Course. From the date of this Agreement until the Closing Date, Clissold shall cause the Company and the Subsidiary to operate only in the Ordinary Course of Business except insofar as is contemplated by this Agreement.
CERTAIN MATTERS PENDING THE CLOSING. 7.1 Carry on in Regular Course.................................................................... 21 7.2 Indebtedness.................................................................................. 21 7.3 Compensation ..................................................................................21 7.4 Dividends..................................................................................... 22 7.5
CERTAIN MATTERS PENDING THE CLOSING. Seller covenants and represents to Buyer in Sections 7.1-7.13 that from December 31, 1996 until the Closing Date:
7.1 Carry on in Regular Course. Seller shall (i) carry on its business, including transactions with any of its Affiliates, in the regular course and substantially in the same manner as heretofore carried on, and pay its Accounts Payable and collect its Accounts Receivable as they become due, (ii) use its reasonable best efforts to preserve its properties, business and relationships with suppliers and customers, (iii) not issue additional equity securities or any rights, options or warrants with respect thereto and not declare or pay any dividend or make any other distribution with respect to its capital stock or repurchase its capital stock, and (iv) not agree to any material contract or expenditure without the written consent of Buyer. Seller will advise Buyer in writing of any material adverse change in its financial condition, business or affairs.
