Forbearance Covenants. Except (1) as expressly contemplated by this Agreement, (2) as set forth in Section 5.2 of the Company Disclosure Letter, (3) as required by applicable Law, (4) as necessary or advisable in response to COVID-19 or any COVID-19 Measures in accordance with Section 5.1, or (5) as approved by Parent in writing (which approval shall not be unreasonably withheld, conditioned or delayed and shall be deemed not given if Parent provides no written response within seven (7) Business Days after a written request by the Company for such consent), during the period from the execution and delivery of this Agreement until the earlier to occur of the termination of this Agreement pursuant to Article VIII and the Effective Time, neither the Company nor any of its Subsidiaries shall, nor, to the extent permitted by applicable Law and the terms of the Affiliated Practice Documents, shall the Company or its Subsidiaries permit the Affiliated Practices to:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CVS HEALTH Corp), Agreement and Plan of Merger (Oak Street Health, Inc.)
Forbearance Covenants. Except (1v) as expressly contemplated by the terms of this Agreement, (2w) as set forth in Section 5.2 5.1 or Section 5.2 of the Company Disclosure Letter, ; (3x) as required by applicable Law, Law (4y) as necessary for any actions or advisable refraining from any actions taken reasonably and in good faith in response to COVID-19 or any COVID-19 Measures in accordance with Section 5.1, or (5z) as approved in writing by Parent in writing (which approval shall will not be unreasonably withheld, conditioned or delayed and shall be deemed not given if Parent provides no written response within seven (7) Business Days after a written request by the Company for such consentdelayed), at all times during the period from 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 Article VIII and the Effective Time, neither the Company nor will not, and will not permit any of its Subsidiaries shallSubsidiaries, nor, to the extent permitted by applicable Law and the terms of the Affiliated Practice Documents, shall the Company or its Subsidiaries permit the Affiliated Practices to:
Appears in 1 contract
Forbearance Covenants. Except (1v) as expressly contemplated by this Agreement, ; (2w) as set forth in Section 5.2 of the Company Disclosure Letter, ; (3x) as required by applicable Law, ; (4y) as necessary or advisable for any actions requested by Parent taken in response to COVID-19 or any COVID-19 Measures in accordance connection with Section 5.1, a Carveout Transaction; or (5z) as approved by Parent in writing (which approval shall will not be unreasonably withheld, conditioned or delayed and shall delayed, other than for the actions set forth in Section 5.2(l)(ii), which approval may be deemed not given if by Parent provides no written response within seven (7) Business Days after a written request by the Company for such consentat its sole discretion), during the period from the execution and delivery of this Agreement until the earlier to occur of the termination of this Agreement pursuant to Article VIII and the Effective Time, neither the Company nor any shall not, and shall cause each of its Subsidiaries shall, nor, to the extent permitted by as applicable Law and the terms of the Affiliated Practice Documents, shall the Company or its Subsidiaries permit the Affiliated Practices not to:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Del Frisco's Restaurant Group, Inc.)
