Interim Covenants of the Company and the Majority Stockholders Sample Clauses

Interim Covenants of the Company and the Majority Stockholders. From the date of this Agreement until the Effective Time, except to the extent expressly permitted by this Agreement or otherwise consented to by an instrument in writing signed by the Buyer or as otherwise set forth on Section 6.3 of the Company Disclosure Schedule, the Company shall and the Majority Stockholders shall cause the Company to, (i) use its commercially reasonable efforts to keep intact the Company and its business, as presently conducted, and shall not take or permit to be taken any action or do or suffer to be done anything, in each case other than in the Ordinary Course of Business; (ii) use its commercially reasonable efforts to keep available the services of the directors, officers, employees, independent contractors and agents of the Company and retain and maintain good relationships with the Company’s lessors, licensors, suppliers, vendors and customers and maintain the Company’s assets and its facilities in good working condition (ordinary wear and tear excepted); (iii) perform in all material respects its 50 obligations under the Material Contracts; (iv) use its commercially reasonable efforts to maintain the goodwill and reputation associated with the Company; (v) use its commercially reasonable efforts to preserve and maintain all material Intellectual Property Rights, licenses and permits used in the Company’s business substantially in accordance with current business practices; and (vi) comply in all material respects with all Laws, licenses and permits applicable to the Company’s business. Without limiting the generality of the foregoing, the Company shall not (and the Majority Stockholders shall not cause or permit the Company to), except as expressly required by this Agreement, as permitted in writing by the Buyer or as set forth on Section 6.3 of the Company Disclosure Schedule:
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Related to Interim Covenants of the Company and the Majority Stockholders

  • Covenants of the Company and the Selling Shareholders (a) The Company covenants and agrees with the several Underwriters that:

  • Covenants of the Company and the Selling Stockholders The Company and each Selling Stockholder covenants with each Underwriter as follows:

  • Covenants of the Company and the Operating Partnership The Company and the Operating Partnership, jointly and severally, covenant with each Underwriter as follows:

  • Covenants of the Company and the Guarantors The Company and the Guarantors covenant with each Initial Purchaser as follows:

  • Covenants of the Company and the Guarantor The Company and the Guarantor covenant with the Representative(s) and with each Underwriter participating in the offering of Underwritten Securities, as follows:

  • Certain Agreements of the Company and the Selling Stockholders The Company agrees with the several Underwriters and the Selling Stockholders that:

  • Covenants of the Selling Shareholders Each Selling Shareholder, severally and not jointly, covenants with each Underwriter as follows:

  • Indemnification of the Company and the Selling Stockholders The Underwriter agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).

  • Covenants of the Selling Stockholders Each Selling Stockholder, severally and not jointly, covenants with each Underwriter as follows:

  • Covenants of the Fund and the Bank 6.01 The Fund shall promptly furnish to the Bank the following:

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