Common use of Other Clause in Contracts

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (c) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 11 contracts

Samples: Merger Agreement (Euniverse Inc), Merger Agreement (Amera Link Inc), Merger Agreement (Amera Link Inc)

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Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cr) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 8 contracts

Samples: Merger Agreement (Euniverse Inc), Merger Agreement (Euniverse Inc), Agreement and Plan of Reorganization (Predictive Systems Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through and (cb) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (Medicus Systems Corp /De/), Merger Agreement (Quadramed Corp), Merger Agreement (Quadramed Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cp) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 5 contracts

Samples: Merger Agreement (SP Holding CORP), Agreement and Plan of Reorganization (Endosonics Corp), Agreement and Plan of Reorganization (Endosonics Corp)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (c) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 4 contracts

Samples: Merger Agreement (Cisco Systems Inc), Agreement and Plan of Reorganization (Cardiovascular Dynamics Inc), Merger Agreement (Fullnet Communications Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Ellie Mae Inc), Merger Agreement (Tender Loving Care Health Care Services Inc/ Ny), Agreement and Plan of Merger and Reorganization (E-Medsoft Com)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 4 contracts

Samples: Merger Agreement (Saflink Corp), Merger Agreement (Crossroads Systems Inc), Merger Agreement (SSP Solutions Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cw) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 3 contracts

Samples: Merger Agreement (Aironet Wireless Communications Inc), Merger Agreement (Cisco Systems Inc), Merger Agreement (Cisco Systems Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (ct) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 3 contracts

Samples: Merger Agreement (SP Holding CORP), Merger Agreement (Avant Corp), Merger Agreement (Avant Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(B)(a) through (c) above, or any action which that would make any of its representations or warranties contained in this Agreement untrue or and incorrect in any material respect or prevent it from performing or cause it not to perform any of its covenants hereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Kroll Inc), Merger Agreement (Ontrack Data International Inc), Agreement and Plan of Reorganization (Kroll Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cl) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 3 contracts

Samples: Merger Agreement (Juma Technology Corp.), Merger Agreement (Sinobiopharma, Inc.), Merger Agreement (Innofone Com Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cs) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 3 contracts

Samples: Share Purchase Agreement (Cisco Systems Inc), Agreement and Plan of Reorganization (I2 Technologies Inc), Agreement and Plan of Reorganization (I2 Technologies Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (c) above4.3, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Parentech Inc), Merger Agreement (Parentech Inc), Merger Agreement (Parentech Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through and (cb) above, or any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunderhereunder in any material respect.

Appears in 3 contracts

Samples: Merger Agreement (Musicland Stores Corp), Merger Agreement (Best Buy Co Inc), Merger Agreement (Best Buy Co Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through (c5.1(s) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Goamerica Inc), Merger Agreement (Goamerica Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cv) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Autoinfo Inc), Merger Agreement (Wachtel Harry M)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (ck) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 2 contracts

Samples: Strategic Business Combination Agreement (Steag Electronic Systems GMBH), Strategic Business Combination Agreement (Mattson Technology Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (ct) above, above or otherwise take any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants obligations hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Cash Systems Inc), Merger Agreement (Global Cash Access Holdings, Inc.)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Data Measurement Corp), Merger Agreement (Ess Technology Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a)(i) through (cxxi) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Ophthalmic Imaging Systems Inc), Merger Agreement (Premier Laser Systems Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cu) above, above or otherwise take any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants obligations hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Bea Systems Inc), Merger Agreement (Plumtree Software Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through and (cb) above, or any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunderhereunder in any material respect.

Appears in 2 contracts

Samples: Merger Agreement (Legato Systems Inc), Merger Agreement (Ontrack Data International Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cy) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Active Voice Corp), Merger Agreement (Cisco Systems Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cm) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Intraop Medical Corp), Agreement and Plan of Reorganization (Digitalpreviews Com Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (ck) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Amera Link Inc), Merger Agreement (Amera Link Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cv) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Netlibrary Inc), Merger Agreement (Cisco Systems Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a6.1(a) through (cs) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Convio, Inc.), Merger Agreement (Convio, Inc.)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a6.1(a) through and (cb) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Acquisition Agreement (Resource Health Partners Lp), Acquisition Agreement (Quadramed Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Novellus Systems Inc), Merger Agreement (Speedfam Ipec Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cs) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Photo Control Corp), Merger Agreement (Ariba Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cd) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 2 contracts

Samples: Merger Agreement (Innofone Com Inc), Merger Agreement (I2 Technologies Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cs) above, or any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Micromuse Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through (cr) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intellisync Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.1(b)(i) through (cxix) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Hycor Biomedical Inc /De/)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1 (a) through (cs) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Emcon)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunderhereunder or which could reasonably be expected to have a Material Adverse Effect on Target.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cisco Systems Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cs) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Zhone Technologies Inc)

Other. Take, or agree Agree in writing or otherwise to take, take any of the actions described in Sections 4.1(a) through (cs) above, or take or agree to take any action which would make any cause a breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform perform, in all material respects, its covenants hereunder.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Mattson Technology Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the ----- actions described in Sections 4.1(a4.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cais Internet Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cd) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Polycom Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (c) above, or any action which would make any of its representations or warranties contained in this Agreement that are expressly qualified as to materiality untrue or incorrect in any respect as so qualified, or as to those representations or warranties contained in this Agreement that are not so qualified, take any action that would cause such representations or warranties to be untrue or incorrect in any material respect, or prevent it from performing or cause it not to perform any of its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (PDF Solutions Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through (c) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Printcafe Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.3(a) through (cm) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Timeline Inc)

Other. Take, take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cw) above, or any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunderand agreements in this Agreement or cause any condition to Acquiror's closing obligations in Section 6.1 or Section 6.3 not to be satisfied.

Appears in 1 contract

Samples: Merger Agreement (Silicon Laboratories Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through (c) above, or any action which would make any of its representations warranties, covenants or warranties agreements contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Amalgamation (Avesta Technologies Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cq) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (ARGON ST, Inc.)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (ct) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Share Purchase Agreement (Nice Systems LTD)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cr) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Green Dot Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (ct) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (PLX Technology Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (ct) above, or any action which would make any cause a breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Nexprise Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cr) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Printcafe Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cv) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Novellus Systems Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(asubsections (a) through (cy) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Forgent Networks Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cs) above, or any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Wireless Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(aSection 5.1(a) through (cs) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Maxygen Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(c)(i) through (cxvix) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Qualcomm Inc/De)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through and including (ct) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (PDF Solutions Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through (cs) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Staktek Holdings Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a6.1(a) through (cv) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunderhereunder other than actions taken in the ordinary course of business.

Appears in 1 contract

Samples: Share Purchase Agreement (Insilicon Corp)

Other. Take, or agree Agreed in writing or otherwise to take, take any of the actions described in Sections 4.1(a2.14(a) through (ct) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Landec Corp \Ca\)

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Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.4(a) through (c4.4(s) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (PMR Corp)

Other. Take, Take or agree in writing or otherwise to take, take (i) any of the actions described in Sections 4.1(a5.1(a) through (c) abovew), or (ii) any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or could prevent it from performing or cause it not to perform its covenants and obligations hereunder.

Appears in 1 contract

Samples: Merger Agreement (Old Guard Group Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a10.2(a) through (cl) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Alpha Security Group CORP)

Other. Take, take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunderand agreements in this Agreement in any material respect or cause any condition to Acquiror's closing obligations in Section 7.1 or Section 7.3 not to be satisfied.

Appears in 1 contract

Samples: Merger Agreement (Valueclick Inc/Ca)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a7.2(a) through (cp) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (American Interactive Media Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the ----- actions described in Sections 4.1(a4.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunderhereunder in any material respect.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Kana Communications Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a7.1(a) through (cd) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (American Interactive Media Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cq) above, or any action which would make any of its representations warranties, covenants or warranties agreements contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Amalgamation (Avesta Technologies Inc)

Other. Take, Voluntarily or intentionally take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cs) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Ariba Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (c) above4.2, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Dairy Fresh Farms Inc.)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a7.02(a) through (cl) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Global Services Partners Acquisition Corp.)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cm) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Recapitalization (Gateway Industries Inc /De/)

Other. Take, Take or agree in writing or otherwise to take, take any of the actions described in Sections 4.1(a4.2(a) through (cr) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Ashford Com Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in this Sections 4.1(a6.2(a) through (cm) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Motient Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a6.2(a) through (cl) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Global Services Partners Acquisition Corp.)

Other. Take, or agree in writing or otherwise to take, any of the ----- actions described in Sections 4.1(a5.1(a) through and (cb) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Genesys Telecommunications Laboratories Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cSection 5.2(a) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Printcafe Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the ----- actions described in Sections 4.1(a) through (cs) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunderhereunder in any material respect.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vignette Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(aSubsections 5.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Stratasys Inc)

Other. Take, Take or agree in writing or otherwise to take, ----- any of the actions described in Sections 4.1(a4.2(a) through (cv) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Gasonics International Corp)

Other. Take, Take or agree in writing or otherwise to take, any ----- of the actions described in Sections 4.1(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Measurex Corp /De/)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through (cs) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ashford Com Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunderhereunder in any material respect.

Appears in 1 contract

Samples: Merger Agreement (Ods Networks Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.03(a) through (c) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunderhereunder in any material respect.

Appears in 1 contract

Samples: Merger Agreement (Veeco Instruments Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.3(a) through (cd) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Printcafe Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2 (a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Acquisition Agreement (Covad Communications Group Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(aSECTIONS 4.2(a) through (cs) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Hoovers Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cq) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Polycom Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4. 1 (a) through (cu) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Paypal Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1((a)) through and (c(b)) above, or any action which would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Cybercash Inc)

Other. Take, Take or agree in writing or otherwise to take, take any of the actions described in Sections 4.1(a6.1(b)(i) through (cxviii) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Adventrx Pharmaceuticals Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (ct) above, or any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (724 Solutions Inc)

Other. Take, Take or agree in writing or otherwise to take, take (i) any of the actions described in Sections 4.1(a5.1(a) through (c) abovew), or (ii) any action which that would make any of its representations or warranties contained in this Agreement untrue or incorrect or could prevent it from performing or cause it not to perform its covenants and obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mercer Insurance Group Inc)

Other. Take, or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a) through or (cb) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (Accrue Software Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(i) through (cxx) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Acquisition Agreement (Autobytel Com Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.2(a) through (cs) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Invvision Capital Inc)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a4.2(a) through (cq) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from performing or cause it not to perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Avant Corp)

Other. Take, Take or agree in writing or otherwise to take, any of the actions described in Sections 4.1(a5.1(a) through (cp) above, or any action which that would make any cause a material breach of its representations or warranties contained in this Agreement untrue or incorrect or prevent it from materially performing or cause it not to materially perform its covenants hereunder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Sigmatel Inc)

Other. Take, Take or agree in writing or otherwise to take, take any of the actions described in Sections 4.1(a5.2(a) through (cm) above, or any action which would make any of its representations or warranties contained in this Agreement untrue or incorrect in any material respect or prevent it from performing or cause it not to perform delay its performance of its covenants hereunder.

Appears in 1 contract

Samples: Merger Agreement (COMMITTED CAPITAL ACQUISITION Corp)

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