PARENT UNDERTAKINGS. The Parent undertakes by its counter-signature of this letter to:
PARENT UNDERTAKINGS. 20.1 On and from Completion, the Shareholders will ensure that:
PARENT UNDERTAKINGS. Without limiting in any way Section 9.13 of this Agreement, Parent agrees to cause each of U.S. Purchaser and Canadian Purchaser to perform any and all agreements, covenants and obligations of such Purchaser and any of its Subsidiaries under this Agreement and each of the Ancillary Agreements. ARTICLE VI
PARENT UNDERTAKINGS. 3.1 The Parent agrees with and undertakes to the Subsidiary in the terms set out in Part 1B of the Schedule. The Parent confirms that the Subsidiary shall manage the day to day affairs of the Subsidiary subject to the provisions of this Agreement.
PARENT UNDERTAKINGS. 4.1 The Parent confirms that the Subsidiary shall have the right to manage the day to day operational business of the Subsidiary as provided for in this Agreement. The Parent will co- operate with and assist the Subsidiary as follows:
PARENT UNDERTAKINGS. The Parent undertakes that at all times from the date of this Agreement up to the Financial Closing Date it shall:
PARENT UNDERTAKINGS. (a) Parent hereby guarantees, unconditionally, payment and performance by ViSalus of its obligation pursuant to the terms of the Certificate of Designation of Series A Redeemable Convertible Preferred Stock and Series B Redeemable Convertible Preferred Stock of ViSalus (as amended from time to time, the “Certificate of Designation”) to redeem the shares of Series A Redeemable Convertible Preferred Stock and Series B Redeemable Convertible Preferred Stock of ViSalus (collectively, the “Preferred Stock”) then outstanding as provided in the Certificate of Designation.
PARENT UNDERTAKINGS. A. Contemporaneously with the execution of this Agreement, each Member shall cause its parent (ASHS for ASRS and EHUS for GKV) to execute a Parent Undertaking in the form attached hereto as Exhibit E pursuant to which such parent agrees:
PARENT UNDERTAKINGS. (a) The Parent shall provide full cooperation with all actions in connection the Initial Public Offering and any Demand Registration or Piggyback Registration including, without limitation, all necessary filings, agreements, actions, and undertakings.
PARENT UNDERTAKINGS. Section 7.01. Undertakings: Payment of Damages. The Parent hereby irrevocably and unconditionally agrees and guarantees for the benefit of the Purchaser, the Program Administrator, and each Indemnified Party to cause the Advisor, the Distributor, the Program Servicer Agent and each other Sponsor Entity to perform and punctually and completely carry out each and every agreement, covenant or undertaking of the Advisor, the Distributor, the Program Servicer Agent and each other Sponsor Entity under this Agreement and each other Program Document in accordance with the terms thereof, notwithstanding that the Advisor, the Distributor, the Program Servicer Agent, or other Sponsor Entity fails to fully perform any such agreements, covenants and undertakings for any reason, including liquidation, insolvency, dissolution, receivership, bankruptcy, assignment for the benefit of creditors, reorganization, composition, adjustment, legal limitations, court order, disability, incapacity, invalidity, unenforceability, defense, offset or counterclaim. Each of the Parent, the Distributor, the Program Servicer Agent and the Advisor further covenants and agrees that it shall maintain adequate capital in light of its contemplated business operation.
