Conduct of Business by Seller. During the period from the date of this Agreement to the Closing Date, except (i) as set forth in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, (iii) as otherwise contemplated in connection with or expressly permitted by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed), and (v) as required by Law or the terms of any Contract, Seller agrees that it will, and will cause each of the Transferred FH Companies and their Closing Subsidiaries and the FH Asset Sellers and FH Affiliates (in respect of the FH Business) to, (x) conduct the FH Business in all material respects in the ordinary course consistent with past practice, and (y) use commercially reasonable efforts to maintain and preserve the FH Business and its organization intact, retain its present officers and employees and maintain and preserve its relationships with its suppliers, vendors, customers, licensors, licensees, distributors, regulatory authorities and others having business relations with it (provided that Seller shall not be obligated to pay any compensation beyond compensation paid in the ordinary course of business to retain such individuals). During the period from the date of this Agreement to the Closing Date, except (i) as set forth in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, (iii) as contemplated by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed) and (v) as required by Law or the terms of any Contract disclosed in the Seller’s Disclosure Letter or that is not required to be disclosed in the Seller’s Disclosure Letter, Seller covenants and agrees that it shall not, and it shall cause the Transferred FH Companies, any of their Closing Subsidiaries and the FH Asset Sellers and the FH Affiliates, in each case solely with respect to the FH Business, not to take any of the following actions:
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Samples: Share Purchase Agreement (Circor International Inc), Share Purchase Agreement (Colfax CORP)
Conduct of Business by Seller. During Pending the period from Closing. From the date ------------------------------------------------- hereof until the earlier of the Closing or the termination of this Agreement pursuant to the Closing Date, except (i) as set forth in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, (iii) as otherwise contemplated in connection with or expressly permitted by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed), and (v) as required by Law or the terms of any ContractArticle VIII, Seller agrees that it will, and will cause each of the Transferred FH Companies and their Closing Subsidiaries and the FH Asset Sellers and FH Affiliates (in respect of the FH Business) to, (x) conduct the FH Business shall comply in all material respects with the terms and conditions of the Bankruptcy Code. In addition, from the date hereof, until the earlier of the Closing or the termination of this Agreement pursuant to Article VIII, Seller and its Subsidiaries shall not, without the prior written consent of Parent or Purchaser (i) enter into any customer contract other than in the ordinary course a manner consistent with past practice; (ii) sell, and transfer, or otherwise dispose of or encumber any material tangible or intangible assets included in the Acquired Business (y) use commercially reasonable efforts to maintain and preserve other than in the FH Business and its organization intact, retain its present officers and employees and maintain and preserve its relationships with its suppliers, vendors, customers, licensors, licensees, distributors, regulatory authorities and others having business relations with it (provided that Seller shall not be obligated to pay any compensation beyond compensation paid provision of services in the ordinary course of business to retain such individualsin accordance with past practice). During the period from the date of this Agreement to the Closing Date, except (i) as set forth in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, ; (iii) as contemplated by this Agreementgrant any increase in the compensation or benefits of any employee, including without limitation, pay any retention or stay put compensation or terminate the employment of any employee that Purchaser has advised that Seller intends to offer employment to, except those mutually agreed between parties (iv) as Buyer shall otherwise consent in writing (such consent not other than pursuant to be unreasonably withheld, conditioned or delayed) and (v) as required by Law or the terms of any Contract disclosed in employee retention, incentive, or severance plan approved by the Seller’s Disclosure Letter or that is not required to be disclosed in the Seller’s Disclosure Letter, Seller covenants and agrees that it shall not, and it shall cause the Transferred FH Companies, Bankruptcy Court); (iv) enter into any of their Closing Subsidiaries and the FH Asset Sellers and the FH Affiliates, in each case solely transaction with respect to the FH Business, not Acquired Business with any Affiliate; (v) make any dividend or distribution of any nature (except pursuant to take order of the Bankruptcy Court after prior notice to Purchaser); (vi) commit or enter into any Contract to do any of the following actions:foregoing, save, in all cases, with the prior written consent of Purchaser; or (vii) without consulting Purchaser, assign, modify, cancel, reject, fail to exercise a right of renewal or extension under or otherwise impair or permit to lapse any Designated Contract. Seller shall, to the fullest extent permitted by Law, consult in good faith with Parent and Purchaser on a regular and ongoing basis as reasonably requested by Parent or Purchaser, and inform Parent and Purchaser of all important developments and events in respect of the conduct of the Acquired Business. Further, from the date hereof until the earlier of the Closing or the termination of this Agreement pursuant to Article VIII, Seller shall use its commercially reasonable efforts to include a provision to any Contract (other than Contracts that do not relate to the Acquired Business) entered into by Seller, making such contract freely assignable to Purchaser.
Appears in 1 contract
Conduct of Business by Seller. During Pending the period from Closing. ------------------------------------------------- Except as reasonable and necessary to the continued prosecution of the Chapter 11 Case, or as otherwise required by the Bankruptcy Code, between the date of execution of this Agreement and the Closing, Seller will cause the Acquired Assets and the Assumed Liabilities to be operated in the ordinary course of the Business as conducted prior to the Closing Datedate hereof, and shall not take any action inconsistent with the transactions contemplated hereby and will not permit any material transactions outside the ordinary course of the Business as conducted prior to the date hereof without the prior written consent of Purchaser. In any case, and without limiting the generality of the foregoing, Seller will (and will cause its Subsidiaries to) observe the following, except with the prior consent of Purchaser: (a) not enter into any Contract outside the ordinary course of the Business which is dissimilar in nature, risk or magnitude to Contracts customarily entered into in the operation of the Business prior to the date hereof; (b) other than in the ordinary course of the Business, not enter into, amend, modify or take, or fail to take, actions that cause a termination (partially or completely), grant any waiver, discount or credit under, or give any consent with respect to any Designated Contract or any License related to any Acquired Assets; (c) except in the ordinary course of business or as set forth on Schedule 5.1, (i) as set forth in Section 5.1 of not increase the Seller’s Disclosure Lettercompensation payable or to become ------------ payable to its officers, directors or employees, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactionsnot make any loan, or enter into any transaction with, any of its directors, officers or employees, or (iii) not establish, adopt, enter into or amend any collective bargaining, bonus, profit sharing, thrift, compensation, stock option, restricted stock, pension, retirement, deferred compensation, trust fund, policy or arrangement for the benefit of any current or former directors, officers or employees, except, in each case, as otherwise contemplated in connection with or expressly permitted by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to may be unreasonably withheld, conditioned or delayed), and (v) as required by Law or the terms of any Contract, Seller agrees that it will, and will cause each of the Transferred FH Companies and their Closing Subsidiaries and the FH Asset Sellers and FH Affiliates Law; (in respect of the FH Business) to, (x) conduct the FH Business in all material respects in the ordinary course consistent with past practice, and (yd) use commercially reasonable efforts to maintain the tangible Acquired Assets in good working order and preserve condition, ordinary and reasonable wear and tear excepted; (e) not sell, assign, transfer, convey, lease, mortgage, pledge or otherwise dispose of or create or incur a Lien on any of the FH Business Acquired Assets, or any interests therein; (f) comply in all material respects with all Laws and its organization intactOrders applicable to the Acquired Assets, retain its present officers and employees and maintain and preserve its relationships with its supplierspromptly following receipt thereof, vendors, customers, licensors, licensees, distributors, regulatory authorities and others having business relations with it give Purchaser copies of any notice received from any Governmental or Regulatory Authority or other Person alleging any violation of or any Liability under any such Law or Order; (provided that g) not waive any right of the Selling Companies relating to the Acquired Assets or the Assumed Liabilities; (h) not intentionally do any other act which would cause any representation or warranty of Seller shall not be obligated to pay any compensation beyond compensation paid in the ordinary course of business to retain such individuals). During the period from the date of this Agreement to the Closing Date, except be or become untrue in any material respect; and (i) as set forth not enter into any agreement or become obligated to do or engage in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, (iii) as contemplated by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed) and (v) as required by Law or the terms of any Contract disclosed in the Seller’s Disclosure Letter or that is not required to be disclosed in the Seller’s Disclosure Letter, Seller covenants and agrees that it shall not, and it shall cause the Transferred FH Companies, any of their Closing Subsidiaries and the FH Asset Sellers and the FH Affiliates, in each case solely with respect to the FH Business, not to take any of the following actions:foregoing.
Appears in 1 contract
Conduct of Business by Seller. During the period from the date of this Agreement to the Closing Date, except (i) as set forth in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, (iii) as otherwise contemplated in connection with or expressly permitted by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed), and (v) as required by Law or the terms of any Contract, Seller agrees that it will, and will cause each of the Transferred FH Companies and their Closing Subsidiaries and the FH Asset Sellers and FH Affiliates (in respect of the FH Business) to, (x) conduct the FH Business in all material respects in the ordinary course consistent with past practice, and (y) use commercially reasonable efforts to maintain and preserve the FH Business and its organization intact, retain its present officers and employees and maintain and preserve its relationships with its suppliers, vendors, customers, licensors, licensees, distributors, regulatory authorities and others having business relations with it (provided that Seller shall not be obligated to pay any compensation beyond compensation paid in the ordinary course of business to retain such individuals). During the period from the date of this Agreement to the Closing Date, except (i) as set forth in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, (iii) as contemplated by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed) and (v) as required by Law or the terms of any Contract disclosed in the Seller’s Disclosure Letter or that is not required to be disclosed in the Seller’s Disclosure Letter, Seller covenants and agrees that it shall not, and it shall cause the Transferred FH Companies, any of their Closing Subsidiaries and the FH Asset Sellers and the FH Affiliates, in each case solely with respect to the FH Business, not to take any of the following actions:: (a) amend the charter, bylaws or similar organizational documents of any of the Transferred FH Companies or their Closing Subsidiaries; (b) with respect to any of the Transferred FH Companies or their Closing Subsidiaries, issue or agree to issue any additional shares of capital stock, or issue or agree to issue any other equity interests or securities convertible into or exchangeable or exercisable for, or options with respect to, or warrants to purchase or rights to subscribe for, shares of capital stock of any of the Transferred FH Companies or any of their Closing Subsidiaries, or sell, transfer or otherwise dispose of or encumber any shares of capital stock of any of the Transferred FH Companies or their Closing Subsidiaries, except in each case for any issuance, sale, transfer or disposition to a Transferred FH Company or a Wholly Owned Subsidiary of a Transferred FH Company; (c) with respect to any of the Transferred FH Companies or their Closing Subsidiaries, declare, set aside, or pay any dividend or other distribution payable in cash, stock or property (other than Excluded Assets) with respect to its capital stock or other equity interests therein, except for any dividend or distribution of the capital stock of any of the Transferred FH Companies or their Closing Subsidiaries to any of the Transferred FH Companies or their Closing Subsidiaries; 30 (d) make or agree to make any capital expenditures in excess of $100,000 individually, or $1,000,000 in the aggregate, other than in accordance with capital expenditures approved by the Seller prior to the date of this Agreement and attached to Section 5.1(d) of the Seller’s Disclosure Letter; (e) adopt a plan of complete or partial liquidation, dissolution, merger, consolidation, restructuring, recapitalization or other reorganization under local Law; (f) (i) permit any Transferred FH Company or Closing Subsidiary to incur any obligations under any letter of credit or similar obligation with Liability to the applicable Transferred FH Company or Closing Subsidiary in excess of $150,000 individually or $500,000 in the aggregate, or (ii) except as required by Law or contractual obligations, permit any of the Transferred FH Companies or any of their Closing Subsidiaries or any FH Affiliate in respect of the FH Business to issue any note, bond, or other debt security, or create, incur, assume or guarantee any other material Indebtedness not discharged in full at or prior to the Closing, in each case of this clause (ii), other than in the ordinary course of business consistent with past practice, and other than intercompany loans or advances; (g) sell or otherwise dispose of, or incur, create or assume any Encumbrance (other than Permitted Encumbrances) with respect to, any assets of the FH Business, other than (i) pursuant to transactions where the fair market value of the assets transferred in connection with such transactions would not exceed $100,000 individually or $1,000,000 in the aggregate and (ii) sales of inventory in the ordinary course of business consistent with past practice; (h) change in any material respect any financial accounting method used by it relating to the FH Business, unless required by GAAP or applicable Law; (i) except as otherwise required by any Employee Benefit Plan or CBA existing on the date of this Agreement and listed in Section 3.11(a) or Section 3.12(a) of the Seller’s Disclosure Letter or applicable Law, (1) grant any increase in the compensation of, or pay or grant any bonus to, any Employee other than, in each case, increases or grants to Employees with an annual base salary of less than $200,000 in the ordinary course of business consistent with past practice, (2) grant or pay any severance or change in control pay to any Employee, (3) accelerate the time of payment or vesting of any compensation or benefit payable to an Employee, (4) enter into, amend or terminate any Transferred Benefit Plan or any employee benefit plan, policy, program, agreement, trust or arrangement that would have constituted a Transferred Benefit Plan if it had been in effect on the date of this Agreement other than, in each case, amendments made in the ordinary course of business not resulting in a material increase in liability to the Buyer or any Transferred FH Company or Closing Subsidiary, (5) terminate the employment of any Employee (other than for cause, including for performance-related reasons), (6) hire any individual who would qualify as an Employee if employed as of the date hereof (other than (i) persons hired in the ordinary course of business, at will (where applicable), and with no more severance or retention protections than provided by applicable Law, or (ii) persons hired in the ordinary course of business with an annual base salary of less than $200,000), (7) take any action to fund or in any other way secure the payment of compensation or benefits under any Employee Benefit Plan or compensatory arrangement, other than contributions or funding due in the ordinary course of business irrespective of the transactions contemplated by this Agreement, (8) cause or permit any individual employed (i) by a Transferred FH Company or Closing Subsidiary or (ii) as an employee by an FH Asset Seller to become a Seller Transferred Employee or cause or permit any Seller Transferred Employee or other employee of Seller and its Affiliates who is not then an Employee to become an Employee (in each case except for (x) the permitted transfer of individuals set forth in Section 5.1 of the Seller’s Disclosure Letter, or (y) transfers required by applicable Law or a CBA); (j) acquire any Person or business for total consideration in excess of $1,000,000 (other than purchases of goods and services in the ordinary course of business); (k) enter into any Contract that is (or, if entered into prior to the date hereof, would constitute) a Material Contract or materially amend, modify or waive any material right under any such Contract, other than in the ordinary course of business in a manner that would not reasonably be expected to adversely affect the FH Business, taken as a whole; 31 (l) settle any claim or litigation that would impose a material ongoing Liability on a Transferred FH Company or its Closing Subsidiaries; (m) open or close any facility or office that is material to the FH Business, taken as a whole; (n) except as would not reasonably be expected to materially affect the Tax liability of the Transferred FH Companies or their Closing Subsidiaries (or, following the Closing, Buyer or any of its Affiliates in a Post-Closing Tax Period, with respect to any of the Transferred FH Companies or their Closing Subsidiaries), (i) make or change any material Tax election, (ii) change an annual accounting period, (iii) file any material amended Tax Return, (iv) enter into any closing agreement, (v) waive or extend any statute of limitations with respect to Taxes, (vi) settle or compromise any Tax liability, claim or assessment, or (vii) surrender any right to claim a refund of Taxes, in each case other than as related to Taxes paid on an affiliated, consolidated, combined or unitary basis with Seller or any of its Subsidiaries that are neither Transferred FH Companies nor Closing Subsidiaries; (o) merge or consolidate with or into another Person; or (p) agree to take any of the actions described in this Section 5.1. Notwithstanding any provision herein to the contrary, prior to the Closing, without the consent of Buyer, each of Seller, the FH Share Sellers, the FH Affiliates and the Transferred FH Companies and their Closing Subsidiaries will be permitted to (i) declare and pay dividends and distributions of, or otherwise transfer or advance, to Seller or any Subsidiary thereof, (x) any Excluded Assets (including in connection with any “cash sweep”, cash management practices, and intercompany borrowings consistent with past practices), (y) any other Assets which are not contemplated to be owned or held by Buyer or a Transferred FH Company or a Closing Subsidiary of a Transferred FH Company pursuant to the Transaction Documents and (z) copies of any Seller Books and Records, (ii) make any payments under, repay (in part or in full), or otherwise extinguish or cause to be extinguished any Indebtedness or other balances owing by any Transferred FH Company or a Closing Subsidiary of a Transferred FH Company (in each case whether intercompany or otherwise), including, for the avoidance of doubt, by making or causing to be made capital contributions or similar transactions to enable such Transferred FH Company or such Closing Subsidiary to repay or otherwise extinguish such amounts and (iii) take any action contemplated pursuant to Section 5.15, including any action with respect to or implementing the Pre-Closing Restructuring Transactions. Section 5.2
Appears in 1 contract
Samples: Share Purchase Agreement
Conduct of Business by Seller. During Without the period from the date prior written Consent of this Agreement to the Closing DateBuyer, except (i) as set forth in Section 5.1 of the Seller’s Disclosure Letter, (ii) as contemplated in connection with the Pre-Closing Restructuring Transactions, (iii) as otherwise contemplated in connection with or expressly permitted by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed), Seller shall not (a) conduct the Business other than in the ordinary course of business, in accordance with Applicable Requirements in all material respects and in accordance with the terms and conditions of the Assumed Contracts; (vb) except as may be required by Law or contractual commitments in existence on the terms date of this Agreement, all of which are set forth in Section 6.1(b) of the Disclosure Schedule, modify the compensation or benefits payable or to become payable to Seller Employees; (c) take, or cause to be taken, any Contractaction that would interfere with the consummation of the Transactions or delay the consummation of the Transactions; (d) take any action that is intended or is reasonably likely to result in (i) any of its representations and warranties set forth in this Agreement being untrue at any time at or prior to the Closing or (ii) any of the Closing conditions set forth herein not being satisfied; (e) sell, transfer, convey or encumber any Acquired Asset; it being agreed, however, that subject to Sections 6.1(c) and (d), Seller agrees may sell, transfer and convey any asset that is not an Acquired Asset, including any mortgage servicing rights and servicing advances and any loans (other than Seller Pipeline Loans); (f) terminate or materially amend any Assumed Contract; (g) apply for, consent to, or acquiesce in the appointment of a trustee, receiver or other custodian for itself or any property thereof, or make a general assignment for the benefit of creditors, or, in the absence of such application, Consent or acquiescence, take any action to authorize, or in furtherance of, consenting to a trustee, receiver or other custodian being appointed for it willor any property thereof, and will cause each or commence any bankruptcy, reorganization, debt arrangement or other case or proceeding under any bankruptcy or insolvency Law, or any dissolution or liquidation proceeding; or (h) authorize or enter into any agreement or otherwise make any commitment to do any of the Transferred FH Companies and their Closing Subsidiaries and foregoing. Until the FH Asset Sellers and FH Affiliates Closing, Seller shall (in respect of the FH Businessi) topreserve its business organization, (xii) conduct maintain its Licenses and insurance related to the FH Business in all material respects in the ordinary course consistent with past practiceBusiness, and (yiii) use its commercially reasonable efforts to maintain and preserve the FH Business and its organization intact, retain its present officers and employees and maintain and preserve its current relationships with its suppliers, vendors, customers, licensors, licensees, distributors, regulatory authorities business partners and others having other Persons with which it has business relations related to the Business, (iv) use its commercially reasonable efforts to keep available the present services of its Seller Employees, (v) maintain its books and records consistent with it past practice and (provided that vi) lock rates on Seller shall not be obligated to pay any compensation beyond compensation paid Pipeline Loans in the ordinary course of business to retain such individuals). During at profit margins consistent with the period ordinary course of business; provided, that the foregoing shall not preclude Seller from the date of this Agreement selling any Excluded Assets; provided further, that Seller shall not sell any Excluded Assets to the Closing Date, except (i) as set forth in Section 5.1 of extent doing so would impair the Seller’s Disclosure Letter, (ii) as contemplated in connection with ability to close the Pre-Closing Restructuring Transactions, (iii) as contemplated by this Agreement, (iv) as Buyer shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayed) and (v) as required by Law or the terms of any Contract disclosed in the Seller’s Disclosure Letter or that is not required to be disclosed in the Seller’s Disclosure Letter, Seller covenants and agrees that it shall not, and it shall cause the Transferred FH Companies, any of their Closing Subsidiaries and the FH Asset Sellers and the FH Affiliates, in each case solely with respect to the FH Business, not to take any of the following actions:.
Appears in 1 contract
Conduct of Business by Seller. During the period from From the date of this Agreement to hereof until the Closing DateClosing, except (i) as for matters set forth in Section 5.1 7.1 of the Seller’s Seller Disclosure Letter, (ii) as contemplated in connection with Letter or otherwise to the Pre-Closing Restructuring Transactions, (iii) as otherwise contemplated in connection with or expressly permitted by this Agreement, (iv) as Buyer shall otherwise consent extent to which has been consented in writing by Purchaser (such which consent shall not to be unreasonably withheld, conditioned or delayedexcept with respect to actions described in clauses (a), (e) and (vg) as required by Law or the terms of any Contractbelow), Seller agrees that it will, shall conduct the Acquired Business and will cause each of manage the Transferred FH Companies and their Closing Subsidiaries Allocations and the FH Asset Sellers and FH Affiliates (in respect of the FH Business) to, (x) conduct the FH Business in all material respects DMM Securities in the ordinary course course, consistent with past practice, and in compliance with applicable Law, and shall use commercially reasonable efforts to preserve intact the business organizations and relationships with third parties relevant to the Acquired Business (yincluding, without limitation, the NYSE in respect of the Allocations and the issuers of the DMM Securities). As soon as reasonably practicable following the date hereof, Seller shall (A) make available to Purchaser contact information of each issuer of the DMM Securities covered by the Allocations and (B) use commercially reasonable efforts to maintain facilitate and preserve the FH Business participate in communications with such issuers as Purchaser may reasonably request. In addition, and its organization intactsubject to applicable Law, retain its present officers and employees and maintain and preserve its relationships with its suppliers, vendors, customers, licensors, licensees, distributors, regulatory authorities and others having business relations with it (provided that Seller shall not be obligated to pay any compensation beyond compensation paid in the ordinary course of business to retain such individuals). During the period from the date of this Agreement hereof until the Closing, Seller shall take reasonable steps to promptly inform Purchaser of, and cooperate with Purchaser with respect to, any material developments relating to the Closing DateNYSE, except (i) as set forth in Section 5.1 the Allocations and the DMM Securities of which Seller receives notice, including any request by an issuer of DMM Securities to be reallocated to another DMM. Without limiting the generality of the Seller’s Disclosure Letterforegoing, (ii) and except as contemplated expressly provided in connection with the Pre-Closing Restructuring Transactions, (iii) as or contemplated by this Agreement, from the date hereof until the Closing Date, without the prior written consent of Purchaser (iv) as Buyer which consent shall otherwise consent in writing (such consent not to be unreasonably withheld, conditioned or delayedexcept with respect to actions described in clauses (a), (e) and (vg) as required by Law or the terms of any Contract disclosed in the Seller’s Disclosure Letter or that is not required to be disclosed in the Seller’s Disclosure Letterbelow), Seller covenants and agrees that it shall not, and it shall cause the Transferred FH Companies, any of their Closing Subsidiaries and the FH Asset Sellers and the FH Affiliates, in each case solely with respect to the FH Business, not to take any of the following actions:
Appears in 1 contract
