COVENANTS OF COMPANY AND SHAREHOLDERS. Company and Shareholders, jointly and severally, agree that between the date hereof and the Closing Date:
COVENANTS OF COMPANY AND SHAREHOLDERS. During the period from the date hereof through the Closing Date, Company and Shareholders (which for purposes of this Article 7 shall include Friexxxx) xxree to:
(a) Comply promptly with all applicable Legal Requirements imposed upon them with respect to the transactions contemplated by this Agreement, and shall cooperate promptly with, and furnish information to, FNFI in connection with any such requirements imposed upon FNFI or upon any of its Affiliates in connection therewith or herewith;
(b) Use their reasonable efforts to obtain (and to cooperate with FNFI in obtaining) any consent, authorization or approval of, or exemption by, any Person required to be obtained or made by Company and/or Shareholders in connection with the transactions contemplated by this Agreement;
(c) Use their reasonable efforts to bring about the satisfaction of the conditions precedent to Closing set forth in Section 8.1 below;
(d) Immediately advise FNFI orally and, within three (3) business days thereafter, in writing of any change in Company's business or condition that has had or may have a Material Adverse Effect;
(e) Deliver to FNFI prior to the Closing a written statement disclosing any untrue statement in this Agreement or any Exhibit or Schedule hereto (or supplement thereto) or document furnished pursuant hereto, or any omission to state any material fact required to make the statements herein or therein contained complete and not misleading, immediately upon the discovery of such untrue statement or omission, accompanied by a written supplement to any Exhibit or Schedule to this Agreement that may be affected thereby; provided, however, that the disclosure of such untrue statement or omission shall not prevent FNFI from terminating this Agreement pursuant to Section 9.1(b) hereof at any time at or prior to the Closing in respect of any original untrue or misleading statement;
(f) All Company indebtedness owed to Colix X. Xxxxxxxx, Xxdy Xxxxxx Xxxexxxx, Xxxxx Xxxhkatai and Anitx Xxxhkatai, or any trust of which any of them serve as trustee, shall be converted to Company Stock on or prior to the Closing Date upon such terms and conditions and in a manner pre-approved by FNFI; and
(g) Effect and consummate the merger of Express Reprographics, Inc. ("ERI"), with and into Company in accordance with the California Statute and upon such terms and conditions and in accordance with such documentation pre-approved by FNFI in its absolute and sole discretion. Upon the consumma...
COVENANTS OF COMPANY AND SHAREHOLDERS. The Company and the Shareholders covenant to NETD as follows:
4.1 Conduct of Business. From the date hereof through the Closing Date, the Shareholders and The Company shall cause the Company to conduct its business in the ordinary course and, without the prior written consent of NETD, shall ensure that the Company does not undertake any of the actions specified in Section 2.13 hereof.
COVENANTS OF COMPANY AND SHAREHOLDERS. The Company and the Shareholders covenant to Newagecities as follows:
COVENANTS OF COMPANY AND SHAREHOLDERS. Company and Shareholders jointly and severally covenant that:
COVENANTS OF COMPANY AND SHAREHOLDERS. The Company and the Shareholders covenant to Lexicon as follows:
COVENANTS OF COMPANY AND SHAREHOLDERS. 29 7.2 Covenants of FNFI and Newco........................................................ 30 7.3 Tax-Free Reorganization/Tax Advice................................................. 31 7.4
COVENANTS OF COMPANY AND SHAREHOLDERS. The Company and the Shareholders covenant to Spectrum and Halter as follows:
COVENANTS OF COMPANY AND SHAREHOLDERS. The Company and the Shareholders covenant to AAI as follows:
COVENANTS OF COMPANY AND SHAREHOLDERS. The Company and the Shareholders covenant to MediaReady as follows:
