Common use of Covenants of Parent Clause in Contracts

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (as defined below)) or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writing:

Appears in 3 contracts

Samples: Merger Agreement (Procter & Gamble Co), Merger Agreement (Gillette Co), Merger Agreement (Procter & Gamble Co)

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Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (unless Company shall otherwise agree in writing and except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (as defined below)) or a correspondingly numbered subsection of the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writing:Schedule):

Appears in 2 contracts

Samples: Merger Agreement (Bruker Axs Inc), Merger Agreement (Bruker Daltonics Inc)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (that, except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (as defined below)) or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writing, which consent shall not be unreasonably withheld or delayed:

Appears in 2 contracts

Samples: Merger Agreement (Traffix Inc), Merger Agreement (New Motion, Inc.)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (subsidiaries that, except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (Agreement, as defined below)) or set forth in Section 4.2 of the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction Letter or to the extent that the Company shall otherwise consent in writing:

Appears in 2 contracts

Samples: Merger Agreement (Tower Group, Inc.), Merger Agreement (Tower Group, Inc.)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (or as defined below)) or disclosed in the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writing:):

Appears in 2 contracts

Samples: Merger Agreement (Pfizer Inc), Merger Agreement (Pharmacia Corp /De/)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees and Merger Sub each agree as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (or as defined below)) or otherwise indicated on the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or by applicable law, rule or regulation, or to the extent that the Company KeySpan shall otherwise consent in writing:writing (which consent not to be unreasonably delayed or withheld)):

Appears in 2 contracts

Samples: Merger Agreement (National Grid PLC), Merger Agreement (Keyspan Corp)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including or pursuant to the Parent Share Repurchase (as defined below)) or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writing:Recapitalization Agreement):

Appears in 2 contracts

Samples: Merger Agreement (Castlewood Holdings LTD), Merger Agreement (Enstar Group Inc)

Covenants of Parent. During the period from the date of this Agreement hereof and continuing until the earlier of the Effective TimeTime and the termination of this Agreement, Parent agrees as to itself and its Subsidiaries that (that, except as expressly permitted or expressly contemplated or permitted by this Agreement or the other Transaction Agreements (including pursuant to the Parent Share Repurchase (any schedules thereto), as defined below)) or set forth in Section 4.2 of the Parent Disclosure Schedule or Letter, as required by a Governmental Entity of competent jurisdiction applicable law, or to the extent that the Company shall otherwise consent in writing, which consent shall not be unreasonably withheld, conditioned or delayed:

Appears in 2 contracts

Samples: Arrangement Agreement (Nabors Industries LTD), Arrangement Agreement (Tesco Corp)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (as defined below)) or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writing:, which consent shall not be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Merger Agreement (Quaker Oats Co), Merger Agreement (Pepsico Inc)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (or as defined below)) or otherwise indicated on the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction (written notice of which will be given promptly to Aquarion) or to the extent that the Company Aquarion shall otherwise consent in writing:):

Appears in 1 contract

Samples: Merger Agreement (Aquarion Co)

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Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated permitted or permitted required by this Agreement (including pursuant to the Parent Share Repurchase (as defined below)Repurchase) or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction Applicable Laws or to the extent that the Company shall otherwise consent in writing:):

Appears in 1 contract

Samples: Merger Agreement (Florida Public Utilities Co)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries Merger Sub that (except (i) as expressly contemplated or permitted by this Agreement and (including pursuant to ii) for transactions between and among Parent and its wholly-owned Subsidiaries), without the Parent Share Repurchase (as defined below)) prior written consent of the Company, which shall not be unreasonably withheld or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writingdelayed:

Appears in 1 contract

Samples: Merger Agreement (Iomed Inc)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including pursuant to the Parent Share Repurchase (or as defined below)) or otherwise indicated on the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or by applicable law, rule or regulation, or to the extent that the Company Conectiv shall otherwise consent in writing:writing (which consent not to be unreasonably delayed or withheld)):

Appears in 1 contract

Samples: Merger Agreement (Potomac Electric Power Co)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement (including pursuant to or with the Parent Share Repurchase (prior written consent of the Company, and except as defined below)) or set forth in Section 5.2 of the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to Schedule, Parent and its Subsidiaries shall carry on their respective businesses in the extent that ordinary course consistent with past practice. Without limiting the Company shall otherwise consent in writing:generality

Appears in 1 contract

Samples: Merger Agreement (Tickets Com Inc)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (except as expressly contemplated permitted or permitted required by 26 Table of Contents this Agreement (including pursuant to the Parent Share Repurchase (as defined below)Repurchase) or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction Applicable Laws or to the extent that the Company shall otherwise consent in writing:):

Appears in 1 contract

Samples: Merger Agreement (Chesapeake Utilities Corp)

Covenants of Parent. During the period from the date of this Agreement and continuing until the Effective Time, Parent agrees as to itself and its Subsidiaries that (that, except as (i) as set forth on Section 5.2 of the Parent Disclosure Schedule, (ii) required by Law, (iii) expressly contemplated permitted or permitted required by this Agreement or (including pursuant to the Parent Share Repurchase (as defined below)iv) or the Parent Disclosure Schedule or as required by a Governmental Entity of competent jurisdiction or to the extent that the Company shall otherwise consent in writing:writing (such consent not to be withheld or delayed if the action requested would not be inconsistent with the combined strategic goals of Parent and the Company with respect to the transactions contemplated hereby):

Appears in 1 contract

Samples: Merger Agreement (Hancock John Financial Services Inc)

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