Common use of Covenants of Xxxxxxx Clause in Contracts

Covenants of Xxxxxxx. From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, unless the prior written consent of Southwest shall have been obtained, and except as otherwise expressly contemplated herein or as set forth in Xxxxxxx’ Disclosure Memorandum, Xxxxxxx covenants and agrees that it shall not do or agree or commit to do, or permit any of its Subsidiaries to do or agree or commit to do, any of the following without the prior written consent of Southwest, which consent shall not be unreasonably withheld, delayed or conditioned: (a) amend the articles of incorporation, bylaws or other governing instruments of Xxxxxxx or any Significant Subsidiaries (as defined in Regulation S-X promulgated by the SEC) in a manner that would adversely affect Southwest or the holders of Southwest Common Stock adversely relative to other holders of Xxxxxxx Common Stock; (b) take any action, or knowingly fail to take any action, which action or failure to act prevents or impedes, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code; (c) take any action that could reasonably be expected to impede or materially delay consummation of the transactions contemplated by this Agreement; or (d) agree to take, make any commitment to take, or adopt any resolutions of Xxxxxxx’ board of directors in support of, any of the actions prohibited by this Section 6.3.

Covenants of Xxxxxxx. From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, unless the prior written consent of Southwest shall have been obtained, and except as otherwise expressly contemplated herein or as set forth in Xxxxxxx’ Disclosure Memorandum, Xxxxxxx covenants and agrees that it shall not do or agree or commit to do, or permit any of its Subsidiaries to do or agree or commit to do, any of the following without the prior written consent of Southwest, which consent shall not be unreasonably withheld, delayed or conditioned: (a) amend the articles of incorporation, bylaws or other governing instruments of Xxxxxxx or any Significant Subsidiaries (as defined in Regulation S-X promulgated by the SEC) in a manner that would adversely affect Southwest or the holders of Southwest Common Stock adversely relative to other holders of Xxxxxxx Common Stock; (b) take any action, or knowingly fail to take any action, which action or failure to act prevents or impedes, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code; (c) take any action that could reasonably be expected to impede or materially delay consummation of the transactions contemplated by this Agreement; or (d) agree to take, make any commitment to take, or adopt any resolutions of Xxxxxxx’ board of directors in support of, any of the actions prohibited by this Section 6.3.. 

Covenants of Xxxxxxx. From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, unless the prior written consent of Southwest First Texas shall have been obtained, and except as otherwise expressly contemplated herein or as set forth in Xxxxxxx’ Disclosure Memorandum, Xxxxxxx covenants and agrees that it shall not do or agree or commit to do, or permit any of its Subsidiaries to do or agree or commit to do, any of the following without the prior written consent of SouthwestFirst Texas, which consent shall not be unreasonably withheld, delayed or conditioned: (a) amend the articles of incorporation, bylaws or other governing instruments of Xxxxxxx or any Significant Subsidiaries (as defined in Regulation S-X promulgated by the SEC) in a manner that would adversely affect Southwest First Texas or the holders of Southwest First Texas Common Stock adversely relative to other holders of Xxxxxxx Common Stock; (b) take any action, or knowingly fail to take any action, which action or failure to act prevents or impedes, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code; (c) take any action that could reasonably be expected to impede or materially delay consummation of the transactions contemplated by this Agreement; or (d) agree to take, make any commitment to take, or adopt any resolutions of Xxxxxxx’ board of directors in support of, any of the actions prohibited by this Section 6.3.