PERIOD TO COMPLETION. 15 5. COMPLETION..............................................................16 6.
PERIOD TO COMPLETION. 6.1. Subject to clause 6.3, each Seller Party undertakes to the Buyer, to the extent it is within its power to do so, to use all reasonable endeavours to comply with each of the undertakings set out in Schedule 7 from the date of this agreement until Completion.
PERIOD TO COMPLETION. 4.1 The Seller undertakes with the Buyer to procure that each Group Company shall:
PERIOD TO COMPLETION. 5.1 Pending Completion, the Management Shareholders undertake to the Purchaser to procure (insofar as the Management Shareholders are able to do so) that: (i) the business of the Company; and (ii) the business of each other Target Company is conducted in accordance with applicable laws and in the ordinary and usual course and shall take all such steps as are reasonably required to protect and preserve the business and assets of each Target Company and to maintain that business as a going concern and with a view to profit.
PERIOD TO COMPLETION. 4.1 The Vendors covenant with the Purchaser to procure that the business and activities of the Company and the Subsidiaries shall be conducted in the ordinary course and in such a manner between the date hereof and the Completion Date as to ensure that no act or event shall occur during the period which would or might result in a breach of the Warranties upon the repetition at Completion.
PERIOD TO COMPLETION. 4.1 Between execution of this Agreement and Completion the Seller shall procure that the Company shall carry on its business in the ordinary and usual course and in the same manner that the business was carried on during the six months preceding the date of this Agreement and in particular the Seller shall procure that:
PERIOD TO COMPLETION. The Seller undertakes with the Buyer to use all reasonable endeavours to procure that each Company shall operate the CTS Business and activities in their ordinary course between today's date and the Completion Date (and in particular shall comply with the undertakings set out in schedule 7 of this agreement), except as otherwise contemplated by the Intellectual Property Agreement. Pending Completion the Buyer and any person authorised by it as its agent shall be given reasonable access to the Properties and to all the books and records of each Company and the directors and employees of each Company shall be instructed to give all such information and explanations as the Buyer or any such person may reasonably request provided that such information relates directly to the proposed transactions to be effected under the terms of this agreement. Any such inspection or investigation shall be conducted at reasonable times, on prior notice, and under such circumstances as the Seller may reasonably impose.
PERIOD TO COMPLETION. 11.1 The Seller undertakes with the Buyer that from the date of this Agreement to the Completion (both dates inclusive) it will procure that the business of the Company will be carried on in the normal and ordinary course and will procure that the Company will not (without the prior written consent of the Buyer) other than as provided for in this Agreement:
PERIOD TO COMPLETION. 4.1 Subject to clause 4.2, the Seller undertakes with the Buyer to exercise all its rights (including its votes as shareholder in or as directors of the Company) to procure (so far as it is reasonably able) (i) that the Target Group will continue to operate its business in the ordinary course materially consistent with past practice followed during the twelve-month period ending on the Accounts Date and (ii) that:
PERIOD TO COMPLETION. 4.1 Xxxxxx undertakes to RoweCom to procure that each member of the Group (including, in respect of each of the Asset Businesses, the relevant Asset Vendor) shall unless otherwise agreed in writing by RoweCom:-
