COVENANTS OF THE SELLER PARTIES. Each of the Seller Parties hereby jointly and severally covenant to the Investors as follows:
COVENANTS OF THE SELLER PARTIES. Each of the Seller Parties jointly and severally covenants to each Series C Purchaser as follows:
COVENANTS OF THE SELLER PARTIES. Each of the Seller Parties covenants and agrees with the Purchaser that, at all times from and after the date hereof and until the Closing and, with respect to any covenant or agreement by its terms to be performed in whole or in part after the Closing, for the period specified herein or, if no period is specified herein, indefinitely, such Seller Party will comply with all the covenants and provisions contained in this Article VI that are applicable to it, except to the extent that the Purchaser may otherwise consent in writing.
COVENANTS OF THE SELLER PARTIES. Each of the Seller Parties covenants to each Series B-4 Purchaser as follows:
COVENANTS OF THE SELLER PARTIES. 5.1 Conduct of the Business. Between the date of this Agreement and the Closing Date:
(a) The Seller shall conduct its Business in all material respects in the ordinary course and use commercially reasonable efforts to maintain the good will of all current business relationships.
(b) The Seller shall use commercially reasonable efforts to preserve substantially intact its business organization and keep available the services of each of its present officers and employees.
(c) The Seller shall not, without the prior written consent of the Buyer, amend its Charter Document or bylaws, if applicable, and shall not, without the prior written consent of the Buyer:
(i) issue, sell or otherwise dispose of any of its capital stock, or create, sell or otherwise dispose of any options, rights, conversion rights or other agreements or commitments of any kind relating to the issuance, sale or disposition of any of its capital stock;
(ii) reclassify, split up or otherwise change its capital stock;
(iii) be party to any merger, consolidation or other business combination; or
(iv) sell, lease, license or otherwise dispose of any of the Acquired Assets (including, but not limited to rights with respect to the Intellectual Property), except in the ordinary course of business;
(d) The Seller shall not, without the prior written consent of the Parent:
(i) declare, make or pay any dividends or other distributions, except for (x) distributions to the Shareholders in an amount equal to the good faith estimate of their aggregate tax liability for the period between January 1, 2000 and the Closing Date and (y) distributions of Excluded Assets;
(ii) borrow any funds or otherwise become subject to, whether directly or by way of guarantee or otherwise, any indebtedness for borrowed money, except for borrowings in the ordinary course of business under the Seller's existing line of credit;
(iii) acquire or dispose any of the Acquired Assets, other than Inventory in the ordinary course of business consistent with past practices;
(iv) create any material Encumbrance on any of the Acquired Assets;
(v) except in the ordinary course of business, increase in any manner the compensation of any partner, director or officer or increase in any manner the compensation of any class of employees;
(vi) create or materially modify any bonus, deferred compensation, pension, profit sharing, retirement, insurance, stock purchase, stock option, or other fringe benefit plan, arrangement or practice or any ...
COVENANTS OF THE SELLER PARTIES. The Seller Parties agree that:
COVENANTS OF THE SELLER PARTIES. Each of the Seller Parties covenants and agrees with the Purchaser Parties that, at all times from and after the Effective Date until the Closing, and with respect to any covenant or agreement by its terms to be performed in whole or in part after the Closing, for the period specified therein, or if no period is specified therein, for three (3) years from the Closing Date, each Seller Party will, and shall cause the Shareholder Representative (on behalf of each Shareholder and Partner), Company or LLLP, as applicable, to, comply with all covenants and provisions of this Article IV, except to the extent Purchaser or Purchaser Affiliate may otherwise consent in writing.
COVENANTS OF THE SELLER PARTIES. 20 6.1 Regulatory and Other Approvals.................................................................20 6.2
COVENANTS OF THE SELLER PARTIES. Seller covenants and agrees with Purchaser that, at all times from and after the Effective Date until the Closing, and with respect to any covenant or agreement by its terms to be performed in whole or in part after the Closing, for the period specified therein, or if no period is specified therein, for three (3) years from the Closing Date, Seller will, and shall cause Company to, comply with all covenants and provisions of this Article IV and other provisions of this Agreement, except to the extent Purchaser may otherwise consent in writing. In addition, Company covenants and agrees with Purchaser that, at all times from and after the Effective Date until the Closing, Company will comply with all covenants and provisions of this Article IV and other provisions of this Agreement that are applicable to it, except to the extent Purchaser may otherwise consent in writing. For purposes of this Agreement, the covenant of Seller to cause Company to take any action or refrain from taking action shall be deemed to include a covenant of Seller to use its best efforts to cause any Receiver to take such action or refrain from taking such action.
COVENANTS OF THE SELLER PARTIES. The covenants and agreements of the Seller Parties set forth in this Agreement to be performed or complied with at or prior to the Closing Date shall have been duly performed or complied with in all material respects. The Buyer shall have received a certificate to such effect dated the Closing Date and executed by duly authorized officers of the Seller Parties.
