COVENANTS OF REPUBLIC Sample Clauses

COVENANTS OF REPUBLIC. From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, Republic covenants and agrees that it shall (i) continue to conduct its business and the business of its Subsidiaries in a manner designed in its reasonable judgment, to enhance the long-term value of the Republic Common Stock and the business prospects of the Republic Companies; and (ii) take no action which would (a) materially adversely affect the ability of any party to obtain any Consents required for the transactions contemplated hereby without imposition of a condition or restriction of the type referred to in the last sentence of Section 9.1(b) of this Agreement; or (b) materially adversely affect the ability of any party to perform its covenants and agreements under this Agreement; provided, that the foregoing shall not prevent any Republic Company from discontinuing or disposing of any of its Assets or business if such action is, in the judgment of Republic, desirable in the conduct of the business of Republic and its Subsidiaries.
AutoNDA by SimpleDocs
COVENANTS OF REPUBLIC. 21 (a) Ordinary Course. . . . . . . . . . . . . . . . . . . . . . . 21 (b) Republic Preferred Stock.. . . . . . . . . . . . . . . . . . 21 (c)
COVENANTS OF REPUBLIC. During the period from the date of this Agreement and continuing until the Effective Time, Republic agrees as follows:
COVENANTS OF REPUBLIC. During the period from the date of this Agreement and continuing until the Effective Time, Republic agrees as to itself and its Subsidiaries that, except as expressly contemplated or permitted by this Agreement or to the extent that Arrow shall otherwise consent in writing:
COVENANTS OF REPUBLIC. From the date of this Agreement until the earlier of the Closing Date or the termination of this Agreement, unless the prior written consent of EHL shall have been obtained, and except as otherwise expressly contemplated herein, Republic covenants and agrees that it shall take no action which would (i) materially adversely affect the ability of any Party to obtain any Consents required for the transactions contemplated hereby, or (ii) materially adversely affect the ability of any Party to perform its covenants and agreements under this Agreement, materially delay the Closing Date or materially hinder consummation of the Stock Purchase.
COVENANTS OF REPUBLIC 

Related to COVENANTS OF REPUBLIC

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

  • COVENANTS OF DEBTOR Debtor hereby covenants and agrees as follows:

  • Covenants of Party B Party B hereby covenants as follows:

  • 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 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 Party A (a) Unless the provisions set forth below under “Private Placement Procedures” shall be applicable, Party A shall use any Shares delivered by Party B to Party A on any Settlement Date to return to securities lenders to close out open Share loans created by Party A or an affiliate of Party A in the course of Party A’s or such affiliate’s hedging activities related to Party A’s exposure under this Confirmation.

  • Covenants of Parent Parent agrees that:

  • COVENANTS OF BANK a) For each purchase or redemption transaction under this Agreement (each, a "Transaction"), Bank will:

  • COVENANTS OF GRANTOR For the purpose of further securing the indebtedness secured hereby and for the protection of the security of this Security Deed, for so long as the indebtedness secured hereby or any part thereof remains unpaid, Grantor covenants and agrees as follows:

  • Covenants of the Originator The Originator hereby covenants that except for the transfer hereunder, neither the Originator nor the Seller will sell, pledge, assign or transfer to any other Person, or grant, create, incur, assume or suffer to exist any Lien on any Mortgage Loan, or any interest therein; the Originator will notify the Trustee, as assignee of the Purchaser, of the existence of any Lien on any Mortgage Loan immediately upon discovery thereof, and the Originator will defend the right, title and interest of the Trust, as assignee of the Purchaser, in, to and under the Mortgage Loans, against all claims of third parties claiming through or under the Originator or the Seller; provided, however, that nothing in this Section 4.01 shall prevent or be deemed to prohibit the Originator or the Seller from suffering to exist upon any of the Mortgage Loans any Liens for municipal or other local taxes and other governmental charges if such taxes or governmental charges shall not at the time be due and payable or if the Originator or the Seller shall currently be contesting the validity thereof in good faith by appropriate proceedings and shall have set aside on its books adequate reserves with respect thereto.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!