COVENANTS OF SELLER PENDING THE CLOSING DATE Sample Clauses

COVENANTS OF SELLER PENDING THE CLOSING DATE. Sellers, as applicable, covenant and agree that from the date hereof to and including the Closing Date:
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COVENANTS OF SELLER PENDING THE CLOSING DATE. Seller covenants and agrees that from the date hereof to and including the Closing Date:
Sample 1Sample 2
COVENANTS OF SELLER PENDING THE CLOSING DATE. 22 5.1 Maintenance of Business 22 5.2 Organization; Goodwill 23 5.3 Access to Facilities, Files and Records 23 5.4 Representations and Warranties 24 5.5 Corporate Action 24 5.6 Consents 24 5.7 Confidential Information 24 5.8 Consummation of Agreement 24 5.9 Notice of Proceedings 24 5.10 Taxes 25 25 6.1 Representations and Warranties 25 6.2 Corporate Action 25 6.3 Confidential Information 25 6.4 Consummation of Agreement 26 6.5 Notice of Proceedings 26 6.6 Maintenance of Financial Position 26
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COVENANTS OF SELLER PENDING THE CLOSING DATE. 39 5.1 Maintenance of Business 40 5.2 Organization; Goodwill 41 5.3 Access to Facilities, Files and Records 41 5.4 Representations and Warranties 42 5.5 Corporate Action 43 5.6 Consents 43 5.7 Confidential Information 44 5.8 Consummation of Agreement 45 5.9 Notice of Proceedings 45 5.10 Interim Financial Statements 45 5.11 Taxes 45 5.12 Audited Financial Statements; Interim Financial Statements 45 5.13 Title Matters 46 5.14 Buyer’s Representations and Warranties 47 5.15 Corporate Action 48 5.16 Consummation of Agreement 48 5.17 Notice of Proceedings 48 5.18 No Solicitation; Acquisition Proposals 48 5.19 Phase I Environmental Site Assessment 48 5.20 Bulk Transfer Laws 49
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COVENANTS OF SELLER PENDING THE CLOSING DATE. 25 5.1 Maintenance of Business 25
Sample 1

Related to COVENANTS OF SELLER PENDING THE CLOSING DATE

  • PRE-CLOSING COVENANTS OF SELLER Seller hereby covenants and agrees that, between the date hereof and the Closing, it will comply with the provisions of this Article IV, except to the extent Purchaser may otherwise consent in writing.

  • Covenants of Seller Prior to Closing Between the date of this Agreement and the Closing:

  • Covenants of Sellers Sellers agree that:

  • Covenants of Seller Seller covenants and agrees with Buyer as follows:

  • Covenants of Buyer Prior to Closing Date Between the date of this Agreement and the Closing Date, Buyer will use its Best Efforts to cause the conditions in Section 8 to be satisfied.

  • REPRESENTATIONS, WARRANTIES AND COVENANTS OF SELLER AND PURCHASER 4.1 To induce Purchaser to enter into this Agreement, Seller hereby makes for the benefit of Purchaser and its assigns with respect to each Mortgage Loan as of the date hereof (or as of such other date specifically set forth in the particular representation and warranty) each of the representations and warranties set forth on Exhibit 2 hereto, except as otherwise set forth on Schedule 2-A attached to such Exhibit 2. In addition, Seller hereby further represents, warrants and covenants to Purchaser as of the date hereof as follows:

  • Covenants Pending Closing Pending either Closing, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the Investor's prior written consent, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Company will promptly advise the Investor of any action or event of which it becomes aware which has the effect of making incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

  • COVENANTS OF SELLER AND BUYER Seller and Buyer each covenant with the other as follows:

  • Representations, Warranties and Covenants of the Sellers and Master Servicer (a) Countrywide hereby makes the representations and warranties set forth in (i) Schedule II-A, Schedule II-B, Schedule II-C and Schedule II-D hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date, (ii) Schedule III-A hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date, or if so specified therein, as of the Cut-off Date with respect to all of the Mortgage Loans, and (iii) Schedule III-B hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date, or if so specified therein, as of the Cut-off Date with respect to the Mortgage Loans that are Countrywide Mortgage Loans. Park Granada hereby makes the representations and warranties set forth in (i) Schedule II-B hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date and (ii) Schedule III-C hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date, or if so specified therein, as of the Cut-off Date with respect to the Mortgage Loans that are Park Granada Mortgage Loans. Park Monaco hereby makes the representations and warranties set forth in (i) Schedule II-C hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date and (ii) Schedule III-D hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date, or if so specified therein, as of the Cut-off Date with respect to the Mortgage Loans that are Park Monaco Mortgage Loans. Park Sienna hereby makes the representations and warranties set forth in (i) Schedule II-D hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date and (ii) Schedule III-E hereto, and by this reference incorporated herein, to the Depositor, the Master Servicer and the Trustee, as of the Closing Date, or if so specified therein, as of the Cut-off Date with respect to the Mortgage Loans that are Park Sienna Mortgage Loans.

  • Negative Covenants of Seller On and as of the date hereof and each Purchase Date and until this Agreement is no longer in force with respect to any Transaction, Seller shall not without the prior written consent of Buyer:

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