Common use of Forbearance Covenants Clause in Contracts

Forbearance Covenants. Except (w) as contemplated or permitted by this Agreement, (x) as set forth in Section 4.2 of the Company Disclosure Schedule, (y) as approved in writing by Parent (which approval will not be unreasonably withheld, delayed or conditioned), or (z) as required by law, at all times during the period commencing with the execution and delivery of this Agreement and continuing until the earlier to occur of the termination of this Agreement pursuant to Article VII and the Effective Time, the Company shall not do any of the following and shall not permit any of its Subsidiaries to do any of the following (it being understood and hereby agreed that if any action is expressly permitted by any of the following subsections, such action shall be expressly permitted under Section 4.1 also):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Valley Telephone Co., LLC), Agreement and Plan of Merger (Knology Inc)

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Forbearance Covenants. Except Without limiting Section 4.1, except (w) as contemplated or permitted by this Agreement, (x) as set forth in Section 4.2 of the Company Disclosure Schedule, (y) as approved by Parent in writing by Parent (which approval will not be unreasonably withheld, delayed or conditioned), or (z) as required by law, at all times during the period commencing with the execution and delivery of this Agreement and continuing until the earlier to occur of the termination of this Agreement pursuant to Article VII and the Effective Time, the Company shall not do any of the following and shall not permit any of its Subsidiaries to do any of the following (it being understood and hereby agreed that if any action is expressly permitted by any of the following subsections, such action shall be expressly permitted under Section 4.1 also):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Proginet Corp)

Forbearance Covenants. Except (w) as expressly contemplated or permitted required by this Agreement, (x) as set forth in Section 4.2 of the Company Disclosure Schedule, (y) as approved in writing by Parent (which approval will not be unreasonably withheld, delayed or conditioned), or (z) as required by law, at all times during the period commencing with the execution and delivery of this Agreement and continuing until the earlier to occur of the termination of this Agreement pursuant to Article VII and the Effective Time, the Company shall not do any of the following and shall not permit any of its Subsidiaries to do any of the following (it being understood and hereby agreed that if any action is expressly permitted by any of the following subsections, such action shall be expressly permitted under Section 4.1 also):following:

Appears in 1 contract

Samples: Agreement and Plan of Merger (American Commercial Lines Inc.)

Forbearance Covenants. Except (wi) as expressly contemplated or permitted by this Agreement, (xii) as set forth in Section 4.2 5.1 of the Company Disclosure Schedule, Letter (yiii) as approved in writing by Parent (which approval will not be unreasonably withheld, delayed conditioned or conditioneddelayed), or (ziv) as may be required by lawapplicable Law, the rules or regulations of any applicable securities exchange, at all times during the period commencing with the execution and delivery of this Agreement and continuing until the earlier to occur of the termination of this Agreement pursuant to Article VII VIII and the Effective Time, the Company shall not do any of the following and shall not permit any of its Subsidiaries to do any of the following (it being understood and hereby agreed that if any action is expressly permitted by any of the following subsections, such action shall be expressly permitted under Section 4.1 also5.1(a)):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc)

Forbearance Covenants. Except (wx) as contemplated or permitted by this Agreement, (xy) as set forth in Section 4.2 5.2 of the Company Disclosure ScheduleLetter, or (yz) as approved in writing by Parent Newco (which approval will not be unreasonably withheld, delayed or conditioned), or (z) as required by law, at all times during the period commencing with the execution and delivery of this Agreement and continuing until the earlier to occur of the termination of this Agreement pursuant to Article VII VIII and the Effective Time, the Company shall not do any of the following and shall not permit any of its Subsidiaries to do any of the following (it being understood and hereby agreed that if any action is expressly permitted by any of the following subsections, such action shall be expressly permitted under Section 4.1 5.1 also):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Entrust Inc)

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Forbearance Covenants. Except (w) as contemplated or permitted by this Agreement, (x) as set forth in Section 4.2 of the Company Disclosure Schedule, (y) as approved by Parent in writing by Parent (which approval will not be unreasonably withheld, delayed or conditioned), or (z) as required by law, at all times during the period commencing with the execution and delivery of this Agreement and continuing until the earlier to occur of the termination of this Agreement pursuant to Article VII and the Effective Time, the Company shall not do any of the following and shall not permit any of its Subsidiaries to do any of the following (it being understood and hereby agreed that if any action is expressly permitted by any of the following subsections, such action shall be expressly permitted under Section 4.1 also):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Double-Take Software, Inc.)

Forbearance Covenants. Except (wx) as contemplated or permitted by this Agreement, (xy) as set forth in Section 4.2 5.2 of the Company Disclosure Schedule, Letter or (yz) as approved in writing by Parent (which approval will shall not be unreasonably withheld, delayed or conditioned), or (z) as required by law, at all times during the period commencing with the execution and delivery of this Agreement and continuing until the earlier to occur of the termination of this Agreement pursuant to Article VII VIII and the Effective Time, the Company shall not do any of the following and shall not permit any of its Subsidiaries to do any of the following (it being understood and hereby agreed that if any action is expressly permitted by any of the following subsections, such action shall be expressly permitted under Section 4.1 5.1 also):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Actividentity Corp)

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