Operation of the Business. Subject to applicable fiduciary duties of the parties, if any, except (a) for matters publicly disclosed by the Company on or prior to the date hereof, (b) as expressly contemplated by this Agreement, or (c) as otherwise consented to by Parent (on behalf of itself and Purchaser) in writing, prior to the Closing, neither Seller nor the Majority Member will vote in favor of or take any affirmative action that would result in the Company or its subsidiaries:
Appears in 3 contracts
Samples: Share Purchase Agreement (Seneca Investments LLC), 1 Share Purchase Agreement (Nelson Jonathan M), Share Purchase Agreement (Organic Inc)
Operation of the Business. Subject to applicable fiduciary duties of the parties, if any, except (a) for matters publicly disclosed by the Company on or prior to the date hereof, (b) as expressly contemplated by this Agreement, or (c) as otherwise consented to by Parent (on behalf of itself and Purchaser) in writing, prior to the Closing, neither Seller nor the Majority Member Stockholders will vote in favor of not cause the Company or its subsidiaries to take any affirmative action that would result in the Company or its subsidiaries:
Appears in 2 contracts
Samples: Share Purchase Agreement (Seneca Investments LLC), Share Purchase Agreement (Agency Com LTD)
Operation of the Business. Subject to applicable fiduciary duties of the parties, if any, except (a) for matters publicly disclosed by the Company on or prior to the date hereofSeptember 18, 2001, (b) as expressly contemplated by this Agreement, or (c) as otherwise consented to by Parent (on behalf of itself and Purchaser) in writing, prior to the Closing, neither Seller nor the Majority Member will vote in favor of or take any affirmative action that would result in the Company or its subsidiaries:
Appears in 2 contracts
Samples: Share Purchase Agreement (Seneca Investments LLC), Share Purchase Agreement (Organic Inc)