Performance by Sub. Parent covenants and agrees for the benefit of the Stockholders that it shall cause Sub to perform in full each obligation of Sub set forth in this Agreement.
Performance by Sub. Parent hereby agrees to cause Sub to comply with its obligations hereunder and to cause Sub to consummate the Merger as contemplated herein and whenever this Agreement requires Sub to take any action, such requirement shall be deemed to include an undertaking of Parent to cause Sub to take such action.
Performance by Sub. Parent hereby agrees to cause Sub to comply with its obligations under this Agreement.
Performance by Sub. Buyer hereby agrees to cause Sub to comply with its obligations hereunder and to cause Sub to consummate the Merger as contemplated herein and whenever this Agreement requires Sub to take any action, such requirement shall be deemed to include an undertaking of Buyer to cause Sub to take such action.
Performance by Sub. The Purchaser hereby agrees to cause the Sub to comply with its obligations hereunder and under the Offer and to cause the Sub to consummate the Merger as contemplated herein.
Performance by Sub. EastGroup agrees to cause Sub to comply with its obligations hereunder and to cause Sub to consummate the Merger as contemplated herein.
Performance by Sub. 19 4.10 FIRPTA..............................................................20
Performance by Sub. GOAM, as sole stockholder of Sub, will take, and will cause Sub to take, all action necessary or advisable for the consummation of the Merger by Sub and the carrying out by Sub of the transactions contemplated hereby.
Performance by Sub. 48 12.10 Severability..........................................................48 12.11 Joint Participation in Drafting.......................................48 12.12 Notices...............................................................48 (iii) EXHIBITS Exhibit A - Certain Officers of the Company Exhibit B - Certain Officers of the Buyer Exhibit C - Promissory Note Exhibit D - Release Exhibit E - Employment Agreement Exhibit F - Stockholders' Agreement Exhibit G - Opinion of Company's Counsel Exhibit H - Opinion of Buyer's Counsel SCHEDULES Schedule 4.2 - Subsidiaries Schedule 4.3 - Company Shares Schedule 4.4 - Title to Company Shares Schedule 4.6 - Conflicting Agreements Schedule 4.7 - Title Defects Schedule 4.8 - Condition of Properties Schedule 4.9 - Material Contracts Schedule 4.12 - Leases Schedule 4.14 - Certain Changes and Events Schedule 4.15 - Liabilities and Obligations Schedule 4.16 - Litigation Schedule 4.17 - Taxes Schedule 4.19 - Insurance Schedule 4.21 - Bank Accounts Schedule 4.22 - Employees Schedule 4.23 - Company Benefit Plans Schedule 4.24 - Hazardous Materials Schedule 4.25 - Related Party Transactions Schedule 4.26 - Real Property Schedule 4.27 - Labor Matters Schedule 4.29 - Customers and Suppliers
Performance by Sub. GoAmerica, as sole stockholder of Sub, will take, and will cause Sub to take, all action necessary or advisable for the consummation of the Merger by Sub and the carrying out by Sub of the transactions contemplated hereby.
