COVENANTS OF EMERSON Sample Clauses

COVENANTS OF EMERSON. Section 6.01 Conduct of the Echo Business 75 Section 6.02 Emerson Sub, Newco and Merger Subsidiary 78 Section 6.03 Stock Exchange Listing 78 Section 6.04 Newco Board of Directors 78 Section 6.05 Intercompany Accounts and Agreements 79 Section 6.06 Delivery of Financial Statements 79 Section 6.07 Retention of Books and Records 79 ARTICLE 7 ADDITIONAL COVENANTS OF THE PARTIES Section 7.01 Reasonable Best Efforts 81 Section 7.02 Proxy Statement; Registration Statement 82 Section 7.03 Public Announcements 84 Section 7.04 Director and Officer Liability 84 Section 7.05 Pre-Closing Restructuring 85 Section 7.06 Third-Party Approval and Permits 86 Section 7.07 Commercial Agreement 87 Section 7.08 Wrong Pockets 88 Section 7.09 Access to Information 88 Section 7.10 Notices of Certain Events 89 Section 7.11 Release of Credit Support 89 Section 7.12 Name; Exxxxxx Xxxxx 90 Section 7.13 Transaction Litigation 92 Section 7.14 Section 16 Matters 92 Section 7.15 Stock Exchange De-listing; 1934 Act Deregistration 92 Section 7.16 Waiver of Conflicts Regarding Representation; Nonassertion of Attorney-client Privilege 92 Section 7.17 Intellectual Property License 94 Section 7.18 Treatment of Aspen Credit Agreement 95 Section 7.19 Transition Services Agreement 95 Section 7.20 Roxar License 95 ARTICLE 8
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Related to COVENANTS OF EMERSON

  • Covenants of Employee The Employee covenants and agrees that:

  • Covenants of Executive The Company and the Executive recognize that the Executive's services are special and unique and that the provisions herein for compensation under Section 4 and Section 5 are partly in consideration of and conditioned upon the Executive's compliance with the covenants contained in this Section 9. Accordingly, during the Term of the Agreement and until the end of the Compensation Period (as defined in Section 4(a)(ii) herein), the Executive shall be subject to the covenants contained in Sections 9(b), 9(c) and 9(d) herein.

  • Covenants of the Employee In consideration of the acknowledgments by the Employee, and in consideration of the Compensation to be paid or provided to the Employee by the Employer, the Employee covenants that the Employee will not, directly or indirectly:

  • COVENANTS OF CONSULTANT Consultant covenants and agrees with the Company that, in performing Consulting Services under this Agreement, Consultant will:

  • Covenants of Company In the event that any litigation with claims in excess of $1,000,000 to which the Company is a party which shall be reasonably likely to result in a material judgment against the Company that the Company will not be able to satisfy shall be commenced by an Owner, during the period beginning nine months following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Company, such judgment has been satisfied), the Company shall not make any distribution on or in respect of its membership interests to any of its members, or repay the principal amount of any indebtedness of the Company held by CFC, unless (i) after giving effect to such distribution or repayment, the Company's liquid assets shall not be less than the amount of actual damages claimed in such litigation or (ii) the Rating Agency Condition shall have been satisfied with respect to any such distribution or repayment. The Company will not at any time institute against the Trust any bankruptcy proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Certificates, the Notes, this Agreement or any of the Basic Documents.

  • Covenants of Parties The Parties hereby covenant and agree as follows:

  • Covenants of Servicer Unless required by law or court order, the Servicer will not release the Financed Vehicle securing any Receivable from the security interest granted by such Receivable in whole or in part except (i) in the event of payment in full by or on behalf of the Obligor thereunder or payment in full less a deficiency which the Servicer would not attempt to collect in accordance with its Customary Servicing Practices, (ii) in connection with repossession or (iii) as may be required by an insurer in order to receive proceeds from any Insurance Policy covering such Financed Vehicle.

  • Covenants of Parent Parent agrees that:

  • Covenants of the Vendor The Vendor covenants and agrees with the Purchaser as follows:

  • Covenants of the Executive In consideration of the acknowledgments by the Executive, and in consideration of the compensation and benefits to be paid or provided to the Executive by the Employer, the Executive covenants that he will not, directly or indirectly:

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