Common use of Not Impair Performance Clause in Contracts

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VII.

Appears in 34 contracts

Samples: Split Off Agreement (Aptorum Group LTD), Split Off Agreement, Split­off Agreement (Venture Vanadium Inc.)

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Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its his obligations as provided in Article VIIVI.

Appears in 15 contracts

Samples: Split­off Agreement (Venture Vanadium Inc.), Agreement and Plan of Merger and Reorganization (Valeritas Holdings Inc.), Split Off Agreement (Valeritas Holdings Inc.)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VIIVI.

Appears in 12 contracts

Samples: Split Off Agreement (Med Control), Split Off Agreement (WaferGen Bio-Systems, Inc.), Split Off Agreement (Cromwell Uranium Corp.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its his obligations as provided in Article VII.V.

Appears in 11 contracts

Samples: Split Off Agreement (Med Control), Split Off Agreement (Ethanex Energy, Inc.), Split Off Agreement (Osler Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its her obligations as provided in Article VIIVI.

Appears in 11 contracts

Samples: Split Off Agreement (Aptorum Group LTD), Split Off Agreement, Split Off Agreement (ViewRay, Inc.)

Not Impair Performance. Buyer Buyers shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VII.

Appears in 5 contracts

Samples: Split Off Agreement, Split Off Agreement (Ekso Bionics Holdings, Inc.), Agreement and Plan of Merger (Invivo Therapeutics Holdings Corp.)

Not Impair Performance. Buyer Purchaser shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VIIVI.

Appears in 4 contracts

Samples: Split Off Agreement (Atlantic Wine Agencies Inc), Split Off Agreement (Foothills Resources Inc), Split Off Agreement (Goldstrike Inc)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyers to satisfy its her obligations as provided in Article VIIVI.

Appears in 4 contracts

Samples: Split Off Agreement, Agreement and Plan of Merger (Invivo Therapeutics Holdings Corp.), Split Off Agreement (Invivo Therapeutics Holdings Corp.)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken taken, any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VII.

Appears in 4 contracts

Samples: Share Exchange Agreement (Tixfi Inc.), Spin Off Agreement (Evans Brewing Co Inc.), Spin Off Agreement (Great Plains Holdings, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Purchaser to satisfy its his obligations as provided in Article VII.V.

Appears in 4 contracts

Samples: Split Off Agreement (Atlantic Wine Agencies Inc), Split Off Agreement (Foothills Resources Inc), Split Off Agreement (CCP Worldwide Inc)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, including taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its his obligations as provided in Article VIIVI.

Appears in 4 contracts

Samples: Share Exchange Agreement (Tixfi Inc.), Spin Off Agreement (Evans Brewing Co Inc.), Spin Off Agreement (Great Plains Holdings, Inc.)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VIIVII .

Appears in 3 contracts

Samples: Split Off Agreement, Split Off Agreement (Global Casinos Inc), Split Off Agreement (Global Casinos Inc)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its his obligations as provided in Article VII.VI

Appears in 3 contracts

Samples: Split Off Agreement, Split Off Agreement (Global Casinos Inc), Split Off Agreement (Global Casinos Inc)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyers to satisfy its his obligations as provided in Article VIIVI.

Appears in 3 contracts

Samples: Split Off Agreement (Lifeapps Digital Media Inc.), Split Off Agreement (Nevada Gold Holdings, Inc.), Split Off Agreement (Crownbutte Wind Power, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its Buyer’s obligations as provided in Article VIIVI.

Appears in 2 contracts

Samples: Split Off Agreement (Stratex Oil & Gas Holdings, Inc.), Split Off Agreement (Organovo Holdings, Inc.)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VIISection 7.

Appears in 2 contracts

Samples: Split Off Agreement, Split Off Agreement (Hygeialand Biomedical Corp)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect affect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken taken, any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VII.

Appears in 2 contracts

Samples: Spin Off Agreement (MEDCAREERS GROUP, Inc.), Spin Off Agreement (Gratitude Health, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect affect the transactions contemplated hereby not to be fulfilled, including, without limitation, including taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its his obligations as provided in Article VIIVI.

Appears in 2 contracts

Samples: Spin Off Agreement (MEDCAREERS GROUP, Inc.), Spin Off Agreement (Gratitude Health, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its his obligations as provided in Article VIISection 6.

Appears in 2 contracts

Samples: Split Off Agreement, Split Off Agreement (Hygeialand Biomedical Corp)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Split Off Agreement (1st Home Buy & Sell Ltd.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller the Buyer to satisfy its obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Split Off Agreement (China Energy Technology Corp., Ltd.)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of the Seller to satisfy its his obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Split Off Agreement (Computron, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its her obligations as provided in Article VII.V.

Appears in 1 contract

Samples: Split Off Agreement (WaferGen Bio-Systems, Inc.)

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Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller ESRI to satisfy its obligations as provided in Article VII.

Appears in 1 contract

Samples: Split Off Agreement (Eastern Resources, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Purchasers to satisfy its his obligations as provided in Article VII.V.

Appears in 1 contract

Samples: Split Off Agreement (Mac Worldwide Inc)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its their obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Stock Purchase Agreement (Transworld Benefits International Inc)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyers to satisfy its her obligations as provided in Article VII.V.

Appears in 1 contract

Samples: Split Off Agreement (Cromwell Uranium Corp.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyers to satisfy its their obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Split Off Agreement (Modigene Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect affect the transactions contemplated hereby not to be fulfilled, including, without limitation, including taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyers to satisfy its his obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Spin Off Agreement (EXOlifestyle, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Buyer to satisfy its obligations as provided in Article VII.

Appears in 1 contract

Samples: Split Off Agreement (Computron, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Purchaser to satisfy its obligations as provided in Article VII.V.

Appears in 1 contract

Samples: Split Off Agreement (Goldstrike Inc)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller the Buyers to satisfy its his obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Split Off Agreement (Ekso Bionics Holdings, Inc.)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VII...

Appears in 1 contract

Samples: Split Off Agreement (Benaco, Inc.)

Not Impair Performance. Buyer Seller shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that which would cause the representations and warranties made by any party herein not to be materially true, correct and accurate as of the Closing, or in any way impairing the ability of Seller the Buyer to satisfy its his obligations as provided in Article VIIVI.

Appears in 1 contract

Samples: Split Off Agreement (Vitaxel Group LTD)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Mojo to satisfy its obligations as provided in Article VIIIX.

Appears in 1 contract

Samples: Split Off Agreement (Mojo Ventures, Inc.)

Not Impair Performance. Buyer Buyers shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect affect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken taken, any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller to satisfy its obligations as provided in Article VII.

Appears in 1 contract

Samples: Spin Off Agreement (EXOlifestyle, Inc.)

Not Impair Performance. Buyer shall not take any intentional action that would cause the conditions upon the obligations of the parties hereto to effect the transactions contemplated hereby not to be fulfilled, including, without limitation, taking or causing to be taken any action that would cause the representations and warranties made by any party herein not to be true, correct and accurate as of the Closing, or in any way impairing the ability of Seller Company to satisfy its obligations as provided in Article VIISection 7.

Appears in 1 contract

Samples: Equity Transfer Agreement (I-on Digital Corp.)

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