Covenants of the Selling Parties. The Selling Parties agree that:
Covenants of the Selling Parties. Pending Tier II Closing. With -------------------------------------------------------- respect to the Tier II Schools, the Selling Parties covenant and agree with Buyer that from and after the date hereof and until the Tier II Closing or the termination of this Agreement pursuant to Article IV hereof, Sellers (i) shall use their best efforts to fulfill or satisfy, or cause to be fulfilled or satisfied, all of the conditions precedent to Buyer's obligations to consummate and complete the sale provided herein including, without limitation, satisfaction of the conditions set forth in Article VIII, hereof and to take all other steps and do all other things reasonably required to consummate this Agreement in accordance with its terms, (ii) shall not interfere with the performance by Buyer of its obligations under this Agreement, (iii) shall not fail to pay prior to delinquency any taxes, assessments, governmental charges or levies imposed upon it or its income, profits or assets, (iv) shall not make or authorize the making of any capital expenditure except for the performance of obligations previously incurred, or expenditures in the ordinary course or the replacement of equipment or tangible property necessary to the operations of the business of Sellers, (v) shall promptly notify Buyer of any notice from any governmental or regulatory agency or authority in connection with the transactions contemplated by this Agreement, or any fact or circumstance of which the Selling Parties have knowledge which would make any representation or warranty set forth herein materially untrue or inaccurate as of the applicable date of the Tier II Closing, or any planned or threatened labor dispute, organization efforts, strike or collective work stoppage affecting the employees of Sellers, (vi) shall not take any action outside the ordinary course of business that would adversely affect any Selling Party's title to the Purchased Assets to be transferred to Buyer at the Tier II Closing and (vii) until the earlier of the Tier II Closing or termination of this Agreement, shall not directly or indirectly solicit, respond to or negotiate with or release any information relative to the Tier II Schools to any potential buyer other than Buyer. In addition, from and after the date hereof until the earlier of the Tier II Closing or termination of this Agreement in accordance with Article IV hereof, Sellers shall (a) operate the Tier II Schools in the ordinary course of business consistent...
Covenants of the Selling Parties. 30 SECTION 5.1. Conduct of the Business....................................30 SECTION 5.2. Noncompetition.............................................32
Covenants of the Selling Parties. Until the Closing Date, except as otherwise consented to or approved by LTC in writing, each of the Shareholder and the Seller agrees that he or it shall act, or refrain from acting where required hereinafter, to comply (and the Shareholder shall cause the Seller to comply) with the following:
Covenants of the Selling Parties. Section 5.1 [Intentionally Omitted]
Covenants of the Selling Parties. Each of the Selling Parties covenants with the Purchasing Parties as follows:
Covenants of the Selling Parties
