Covenants of Purchaser and Seller. Purchaser and Seller agree that:
Covenants of Purchaser and Seller. Purchaser and Seller agree that, subject to the terms and conditions of this Agreement, Purchaser and Seller will use their reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things with their control that are necessary or desirable under applicable law to consummate the transactions contemplated by this Agreement.
Covenants of Purchaser and Seller. 7.1 Operation of Property 7.2 Governmental Notices 7.3 Litigation
Covenants of Purchaser and Seller. (a) APPROVALS OF THIRD PARTIES; SATISFACTION OF CONDITIONS TO CLOSING. Seller and Purchaser will use their reasonable, good faith efforts, and will cooperate with one another, to secure all necessary consents, approvals, authorizations and exemptions from governmental agencies and other third parties, as may be required after the Closing.
Covenants of Purchaser and Seller. Section 6.1 Limitation on Beneficial Ownership of Common Stock and Other Matters.
Covenants of Purchaser and Seller. Each party covenants and agrees with the other as follows:
Covenants of Purchaser and Seller. The Purchaser and the Seller each covenant and agree with the other that it will, concurrently with the change in the Seller's board of directors referred to in SECTION 3.1 above, cause the board to (i) appoint a special committee (the "Special Committee") composed of Willxxx X. Xxxxxxxxx, X. Charxxx Xxxxxxxx xxx Barrx X. Xxxxx ("Xlank") (or Joel Xxxxx xx Blank is unable to serve) with Joel Xxxxx xxxving as a nonvoting member, the unanimous approval which shall be required to (A) make any material change in (1) the terms of the Merger Agreement, (2) this Stock Purchase Agreement, (3) the Promissory Note annexed hereto as Exhibit A, (4) the definition of Collateral contained in the annexed Security Agreements or (5) the use of proceeds as set forth on SCHEDULE 3.2, or (B) permit the Seller to issue any equity securities or securities convertible into equity securities prior to the consummation of the Merger or ; and (ii) adopt the resolution in the form appended hereto as EXHIBIT D and the by-law revision in the form appended hereto as EXHIBIT E.
Covenants of Purchaser and Seller. Section 5.1 Publicity. Purchaser and Seller agree to maintain in confidence information concerning this Agreement and the transactions contemplated by this Agreement. The parties shall consult with each other prior to any public announcements or disclosures required by law to be made with respect to the transactions contemplated by this Agreement, and no other announcements will be made without mutual consent of the parties.
Covenants of Purchaser and Seller
