Covenants of Parent and the Purchaser. During the period from the date of this Agreement and continuing until the Effective Time (except as expressly contemplated or permitted by this Agreement or to the extent that the Company shall otherwise consent in writing) Parent shall not, and shall not permit any of its Subsidiaries to, take any action that is reasonably likely to result in (i) any of the representations and warranties of Parent and the Purchaser set forth in this Agreement (other than those contained in Section 3.3(d)) (x) to the extent qualified by Material Adverse Effect becoming untrue or inaccurate and (y) shall be deemed satisfied so long as such representations and warranties being untrue or inaccurate, taken together, do not have a Material Adverse Effect on the Parent or the Purchaser, (ii) the representations and warranties of Parent and the Purchaser contained in Section 3.3(d) being untrue or inaccurate, or (iii) any of the Offer Conditions not being satisfied.
Covenants of Parent and the Purchaser. Regarding the Performance of Obligations Subject to the terms and conditions of this Agreement, the Parent and Purchaser shall and shall cause their Subsidiaries, to perform all obligations required or desirable to be performed by the Parent, Purchaser or any of their Subsidiaries under this Agreement, and co-operate with the Company in connection therewith, in order to obtain the Regulatory Clearances and consummate and make effective, as soon as reasonably practicable, the Arrangement. Without limiting the generality of the foregoing, the Parent and the Purchaser shall and, where appropriate, shall cause their Subsidiaries to:
