Covenants Actions Subsequent to Closing Sample Clauses

Covenants Actions Subsequent to Closing. 5.1 SELLERS' COVENANT NOT TO PERFORM UNFAIR COMPETITION. In order to prevent any unfair competition by the Sellers with respect to the Targets and the Telscape Companies, to protect the information, technology, know-how, intellectual property whichthe Targets and the Telscape Companies have, or may develop in the future, to prevent a situation of disadvantage to the Telscape Companies and the Targets against their competitors, and to avoid a decrease of efficiency in the operation of the Telscape Companies and the Targets or any kind of possible loss or detriment to the corporate capital, goodwill and the market competitiveness of the Telscape Companies and the Targets, the parties hereto agree that , each of the Sellers will not at any time for a period of time commencing on the Closing Date and ending on the later of (i) two (2) years following the Closing Date, or (ii) two (2) years following the termination of such Seller's Employment Agreement, directly or indirectly, acting alone or as a member of a partnership or as a holder of in excess of five percent (5%) of any security of any class, or as a consultant to or representative of, any corporation or other business entity:
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Covenants Actions Subsequent to Closing. 5.1 SELLERS' COVENANT NOT TO COMPETE 12 5.2 FURTHER ASSURANCES 13 5.3 EMPLOYMENT OF EMPLOYEES 13
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Covenants Actions Subsequent to Closing 
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Related to Covenants Actions Subsequent to Closing

  • Pre-Closing Covenants and Agreements The parties hereto covenant and agree to perform or take any and all such actions to effectuate the following from the date hereof until the earlier of the Closing Date or the termination of this Agreement:

  • Post-Closing Covenants and Agreements Buyer and Seller covenant and agree from and after the Closing Date to perform or take the following actions:

  • Conditions Subsequent The obligation of the Lender Group (or any member thereof) to continue to make Revolving Loans (or otherwise extend credit hereunder) is subject to the fulfillment, on or before the date applicable thereto, of the conditions subsequent set forth on Schedule 3.6 to this Agreement (the failure by Borrowers to so perform or cause to be performed such conditions subsequent as and when required by the terms thereof (unless such date is extended, in writing, by Agent, which Agent may do without obtaining the consent of the other members of the Lender Group), shall constitute an Event of Default).

  • Rights and Obligations Subsequent to Closing 41 8.1 Survival of Warranties............................................41

  • Conditions Subsequent to Effectiveness As an accommodation to the Loan Parties, the Agents and the Lenders have agreed to execute this Agreement and to make the Loans on the Effective Date notwithstanding the failure by the Loan Parties to satisfy the conditions set forth below on or before the Effective Date. In consideration of such accommodation, the Loan Parties agree that, in addition to all other terms, conditions and provisions set forth in this Agreement and the other Loan Documents, including, without limitation, those conditions set forth in Section 5.01, the Loan Parties shall satisfy each of the conditions subsequent set forth below on or before the date applicable thereto (it being understood that (i) the failure by the Loan Parties to perform or cause to be performed any such condition subsequent on or before the date applicable thereto shall constitute an Event of Default and (ii) to the extent that the existence of any such condition subsequent would otherwise cause any representation, warranty or covenant in this Agreement or any other Loan Document to be breached, the Required Lenders hereby waive such breach for the period from the Effective Date until the date on which such condition subsequent is required to be fulfilled pursuant to this Section 5.03):

  • Conditions Precedent to Closing Date The obligation of the Lenders to make each Loan hereunder, and the obligation of the Letter of Credit Issuer to issue Letters of Credit hereunder, in each case, on the Closing Date are subject to the satisfaction on or prior to the Closing Date of each of the following conditions:

  • CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATION TO CLOSE The Purchaser's obligation to pay the Consideration and to take the other actions required to be taken by the Purchaser at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Purchaser, in whole or in part):

  • Conditions Precedent to Closing The obligation of Lender to make the Loan hereunder is subject to the fulfillment by Borrower or waiver by Lender of the following conditions precedent no later than the Closing Date:

  • CONDITIONS PRECEDENT TO THE SELLER’S OBLIGATION TO CLOSE The Seller’s obligation to sell the Assets and to take the other actions required to be taken by the Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Seller, in whole or in part, in writing):

  • PRE-CLOSING COVENANTS The Parties agree as follows with respect to the period between the execution of this Agreement and the Closing.

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