Further Restrictions on Conduct. (a) Unless waived or approved in advance in accordance with Section 5.02(b) hereof, each of LIH and LIH II severally covenants and agrees that until the Standstill Termination Date, neither it nor any of its Affiliates or Associates shall:
Further Restrictions on Conduct. The VU Parties covenant and agree that until the Standstill Termination Date:
Further Restrictions on Conduct. The Parent and the Stockholder, as applicable, covenant and agree that until the Standstill Termination Date:
Further Restrictions on Conduct. (a) Unless waived or approved in advance in accordance with Section 5.02(b) hereof, the Stockholder covenants and agrees that until the Standstill Termination Date, neither the Stockholder nor any Affiliate or Associate thereof shall:
Further Restrictions on Conduct. Unless waived or approved in advance in accordance with Section 2(c) hereof, and except for a Business Combination Proposal made by a Stockholder in conformity with the requirements of Section 1(a)(i)(2) hereof and any action taken by such Stockholder that is reasonably connected therewith, each Stockholder covenants and agrees that, until the Standstill Termination Date, neither the Stockholder nor any Affiliate or Associate thereof shall:
Further Restrictions on Conduct. The Investor covenants and agrees with the Company that, for so long as Xxxxxx Xxxxxx is the Chief Executive Officer of the Company, neither it nor any of its Affiliates shall:
Further Restrictions on Conduct. The Apollo-Related Stockholders agree that:
Further Restrictions on Conduct. The Investor covenants and agrees with the Company that until the Termination Date, neither it nor any of its Affiliates shall:
Further Restrictions on Conduct. Universal covenants and agrees that until the CEO Termination Date or such time as Mr. Xxxxxx xxxomes Disabled: (a) except by virtue of Universal's representation on the Board of Directors of the Company and as otherwise contemplated under this Agreement and the other agreements contemplated by the Transaction Agreement or as otherwise permitted by the Board of Directors of the Company or the CEO so long as Mr. Xxxxxx xx CEO, neither Universal nor any Affiliate thereof will otherwise act, alone or in concert with others, to seek to affect or influence the control of the management or Board of Directors of the Company or the business, operations or policies of the Company (it being agreed that this paragraph shall not prohibit Universal, its Affiliates and their respective employees from engaging in ordinary course business activities with the Company); (b) other than to a Permitted Transferee, neither Universal nor any Affiliate thereof shall deposit any Equity Securities or LLC Shares in a voting trust or subject any Equity Securities or LLC Shares to any proxy, arrangement or agreement with respect to the voting of such securities or other agreement having similar effect, except for agreements or arrangements with a Permitted Designee reasonably acceptable to the other Stockholders and not inconsistent with or for the purpose of evading the terms of this Agreement or the Stockholders Agreement; (c) other than as is permitted by this Agreement, neither Universal nor any Affiliate thereof shall propose any merger, tender offer or other business combination involving the Company or any of its Affiliates (including the LLC); provided, that discussions relating to the possibility of such a proposal in which Mr. Xxxxxx xxxticipates shall not be deemed to be a breach of this covenant; (d) neither Universal nor any Affiliate thereof shall initiate or propose any stockholder proposal or make, or in any way participate in, directly or indirectly, any "solicitation" of "proxies" to vote, or seek to influence any Person with respect to the voting of, any Equity Securities, or became a "participant" in a "solicitation" (as such terms are defined in Regulation 14A under the Exchange Act) in opposition to the recommendation of the majority of the directors of the Company with respect to any matter except (i) in response to a solicitation by a third party and (ii) to facilitate a tender or exchange offer by Universal or an Affiliate permitted under Section 1.01(g)(ii) o...
Further Restrictions on Conduct. The Stockholder covenants and agrees that during the Standstill Period:
