Interim Operating Covenants of the Parents Sample Clauses

Interim Operating Covenants of the Parents. (a) Except as otherwise expressly permitted or required by this Agreement or any Transaction Documents and except as set forth on Section 5.01 of the applicable Parent’s Disclosure Letter, between the date of this Agreement and the Closing, each Parent will, and will cause such Parent’s Group to, (i) conduct the Business of such Group in all material respects in the Ordinary Course of Business (including with respect to the collection of accounts receivable and notes receivable and the payment of accounts payable and trade payables) and in compliance in all material respects with applicable Laws, (ii) use Commercially Reasonable Efforts to preserve intact the Business of such Group, such Assets Primarily Used in the Business of such Group and the relationships between the Business of such Group and its customers, suppliers, distributors, other vendors and employees, (iii) pay or perform all of its material obligations with respect to the Business of such Group when due, and (iv) continue to make all approved and planned capital expenditures (as identified on Section 4.24 of the applicable Parent’s Disclosure Letter), and future capital expenditures, in each case to the extent that doing so is commercially reasonable, in - 32 - the good faith discretion of such Parent. Without limiting the foregoing, between the date of this Agreement and the Closing, each Parent will make Commercial Reasonable Efforts to respond to events resulting, in whole or in part, from the announcement of this Agreement or to preserve the Business of such Group and existing employee, customer, supplier, distributor and other vendor relationships.
Sample 1
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Interim Operating Covenants of the Parents. (a) Except as otherwise expressly permitted or required by this Agreement or any Transaction Documents and except as set forth on Section 5.01 of the applicable Parent’s Disclosure Letter, between the date of this Agreement and the Closing, each Parent will, and will cause such Parent’s Group to, (i) conduct the Business of such Group in all material respects in the Ordinary Course of Business (including with respect to the collection of accounts receivable and notes receivable and the payment of accounts payable and trade payables) and in compliance in all material respects with applicable Laws, (ii) use Commercially Reasonable Efforts to preserve intact the Business of such Group, such Assets Primarily Used in the Business of such Group and the relationships between the Business of such Group and its customers, suppliers, distributors, other vendors and employees, (iii) pay or perform all of its material obligations with respect to the Business of such Group when due, and (iv) continue to make all approved and planned capital expenditures (as identified on Section 4.24 of the applicable Parent’s Disclosure Letter), and future capital expenditures, in each case to the extent that doing so is commercially reasonable, in - 32 - the good faith discretion of such Parent. Without limiting the foregoing, between the date of this Agreement and the Closing, each Parent will make Commercial Reasonable Efforts to respond to events resulting, in whole or in part, from the announcement of this Agreement or to preserve the Business of such Group and existing employee, customer, supplier, distributor and other vendor relationships. (b) Without limiting the generality of the foregoing and except as otherwise expressly permitted or required by this Agreement or the Transaction Documents, required by applicable Law or set forth on Section 5.01 of the applicable Parent’s Disclosure Letter, between the date of this Agreement and the Closing, each Parent will not, nor will it permit such Group to, without the prior written consent of each other Parent (which consent will not be unreasonably withheld, conditioned or delayed): (xi) sell, pledge, issue, dispose of, grant, transfer, lease, license, guarantee, encumber or authorize the sale, pledge, disposition, grant, transfer, lease, guarantee or encumbrance of (A) any issued and outstanding equity interests of any Contributed Subsidiary owned by it, or (B) any Assets Primarily Used in the Business of such Group other than with...
Sample 1

Related to Interim Operating Covenants of the Parents

  • NEGATIVE COVENANTS OF THE BORROWERS Unless the Majority Lenders shall otherwise consent in writing, so long as any amount payable by any Borrower hereunder shall remain unpaid, any Letter of Credit for the account of any Borrower shall remain outstanding or any Lender shall have any Commitment to any Borrower hereunder, such Borrower will not:

  • Negative Covenants of the Borrower So long as any Advance shall remain unpaid or the Liquidity Provider shall have any Maximum Commitment hereunder or the Borrower shall have any obligation to pay any amount to the Liquidity Provider hereunder, the Borrower will not appoint or permit or suffer to be appointed any successor Borrower without the prior written consent of the Liquidity Provider, which consent shall not be unreasonably withheld or delayed.

  • Negative Covenants of the Company Except as expressly contemplated by this Agreement or otherwise consented to in writing by Buyer, from the date of this Agreement until the Effective Time, the Company will not do any of the following:

  • Covenants of the Transaction Entities Each of the Transaction Entities, jointly and severally, covenants with each Underwriter as follows:

  • AFFIRMATIVE COVENANTS OF THE BORROWERS Each Borrower (as to itself and its Subsidiaries, as applicable) covenants and agrees that, so long as any Loan or any Note is Outstanding or any Bank has any obligation to make any Loans:

  • Affirmative Covenants of the Seller Parties Until the date on which the Aggregate Unpaids have been indefeasibly paid in full and this Agreement terminates in accordance with its terms, each Seller Party hereby covenants, as to itself, as set forth below:

  • CERTAIN NEGATIVE COVENANTS OF THE BORROWER The Borrower covenants and agrees that, so long as any Loan, Unpaid Reimbursement Obligation, Letter of Credit or Note is outstanding or any Bank has any obligation to make any Loans or the Agent has any obligations to issue, extend or renew any Letters of Credit:

  • Affirmative Covenants of the Borrower So long as any Advance shall remain unpaid or the Liquidity Provider shall have any Maximum Commitment hereunder or the Borrower shall have any obligation to pay any amount to the Liquidity Provider hereunder, the Borrower will, unless the Liquidity Provider shall otherwise consent in writing:

  • FINANCIAL COVENANTS OF THE BORROWER The Borrower covenants and agrees that, so long as any Loan, Unpaid Reimbursement Obligation, Letter of Credit or Note is outstanding or any Bank has any obligation to make any Loans or the Agent has any obligation to issue, extend or renew any Letters of Credit:

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