Covenants of the Company and the Stockholders. The Company and each of the Stockholders hereby jointly and severally covenant and agree as follows:
Covenants of the Company and the Stockholders. The Company and the Stockholders, jointly and severally, agree that between the date hereof and the Closing (with respect to the Company's covenants, the Stockholders agree to use their best efforts to cause the Company to perform):
Covenants of the Company and the Stockholders. The Company covenants and agrees to perform as follows:
Covenants of the Company and the Stockholders. Between the execution hereof and the Closing Date, the Company and the Stockholders shall, and such Stockholders shall cause the Company, to do the following:
Covenants of the Company and the Stockholders. The Company hereby covenants with and for the benefit of the Series Preferred Stockholders to comply, and, in order to induce the Series Preferred Stockholders to enter into this Agreement, all of the undersigned Stockholders shall, if required, vote their shares of the Company's capital stock in a manner consistent with the covenants set forth in this Section 4, until the earlier of the date on which no shares of the Series Preferred Stock remain outstanding or the Company's first Qualified Public Offering, except as otherwise provided herein, and until such date the Series Preferred Stockholders hereby agree to comply with the covenants set forth in Section 4.10.
Covenants of the Company and the Stockholders. The Company and --------------------------------------------- the Stockholders each covenant and agree pending the Closing as follows:
Covenants of the Company and the Stockholders. From and after the date hereof and until the Closing Date (except as hereinafter otherwise provided), unless Purchaser shall otherwise agree in writing, but only so long as this Agreement is in full force and effect and Purchaser is not in default of its obligations hereunder: 5.1
Covenants of the Company and the Stockholders. The Company agrees to use its best efforts, within the requirements of applicable law, to ensure that the rights granted under this Agreement are effective and that the parties enjoy the benefits of this Agreement. Such actions include, without limitation, the use of the Company’s best efforts to cause the nomination and election of the directors as provided in this Agreement. Except as provided in this Agreement, each Stockholder agrees not to deposit, and to cause their Affiliates not to deposit, any Shares of the Company owned by such party or Affiliate in a voting trust or subject any Shares to any arrangement or agreement with respect to the voting of such Shares.
Covenants of the Company and the Stockholders. Section 6.01 Conduct of the Company and the Subsidiaries. During the period from the date of this Agreement and continuing until the Closing, the Company agrees as to itself and the Subsidiaries that, except (i) as expressly contemplated or permitted by this Agreement or the Schedules, (ii) as required by applicable law or regulation, or (iii) to the extent that the Buyer shall otherwise consent in writing, which consent shall not be unreasonably withheld, conditioned or delayed:
(a) the Company and the Subsidiaries shall carry on their respective businesses in the usual, regular and ordinary course, in the same manner as heretofore conducted, and shall use commercially reasonable efforts to preserve intact their present lines of business, maintain their rights franchises, facilities and assets (including application of insurance proceeds and repair and replacement thereof consistent with historical practice), and preserve their relationships (contractual or otherwise) with customers, suppliers and others having business dealings with them (including through ordinary course renewals, negotiations with and amendments to such relationships) to the end that their ongoing businesses shall not be impaired in any material respect at the Closing; provided, however, that no action by the Company or the Subsidiaries with respect to matters specifically addressed by any other provision of this Section 6.01 shall be deemed a breach of this Section 6.01(a), unless such action would constitute a breach of one or more of such other provisions;
(b) the Company shall not, and shall not permit any of the Subsidiaries to (A) declare or pay any dividends on or make other distributions in respect of any of its or their capital stock (except for (x) dividends in Cash and (y) dividends by the Subsidiaries to other Subsidiaries or to the Company), (B) split, combine or reclassify any of its or their capital stock or issue or authorize or propose the issuance of any other securities in respect of, in lieu of or in substitution for, shares of its or their capital stock (except for any such transaction by a direct or indirect Subsidiary which remains a direct or indirect Subsidiary after consummation of such transaction), or (C) repurchase, redeem or otherwise acquire any shares of its capital stock or any securities convertible into or exercisable for any shares of its capital stock (except for repurchases and redemptions paid in Cash);
(c) the Company shall not, and shall not per...
Covenants of the Company and the Stockholders. 23 5.1 Conduct of Business Pending Closing.................................................23 (a) Payment of Funded Indebtedness..............................................24 (b) Negative Covenants..........................................................24 (c) Conduct of Business.........................................................24 (d)
