Common use of Post-Closing Operation of the Company Clause in Contracts

Post-Closing Operation of the Company. Subject to the terms of this Agreement, subsequent to the Closing, Buyer shall have sole discretion with regard to all matters relating to the operation of the Company; provided, that Buyer shall not, directly or indirectly, take any actions in bad faith that would have the purpose of avoiding or reducing any of the Earn-out Payments hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate the Company in order to achieve any Earn-out Payment or to maximize the amount of any Earn-out Payment.

Appears in 2 contracts

Samples: Stock Purchase Agreement (R F Industries LTD), Employment Agreement (R F Industries LTD)

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Post-Closing Operation of the Company. Subject to the terms of this AgreementAgreement and the Ancillary Documents, subsequent to the Closing, Buyer shall have sole discretion with regard to all matters relating to the operation of the Company; provided, that Buyer shall not, directly or indirectly, take any actions in bad faith that would have the purpose of avoiding or reducing any of the Earn-out Payments Payment hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate the Company in order to achieve any Earn-out Payment or to maximize the amount of any Earn-out Payment.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Enservco Corp)

Post-Closing Operation of the Company. Subject to the terms of this Agreement, subsequent to after the Closing, Buyer the Purchaser shall have sole discretion with regard to all matters relating to the operation of the CompanyCompany and shall have no obligation to operate the Company in order to achieve any Earn-out Payment or to maximize the amount of any Earn-out Payment; provided, that Buyer the Purchaser shall not, directly or indirectly, take any actions in bad faith that would have the purpose of avoiding or reducing any of the Earn-out Payments hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate the Company in order to achieve any Earn-out Payment or to maximize the amount of any Earn-out Payment.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Comfort Systems Usa Inc)

Post-Closing Operation of the Company. Subject to the terms of this Agreement, subsequent to the Closing, Buyer shall have sole discretion with regard to all matters relating to the operation of the Company; provided, that Buyer shall not, directly or indirectly, take any actions in bad faith or that would have the purpose of avoiding or reducing any of the Earn-out Payments Out Payment hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate the Company in order to achieve any Earn-out Out Payment or to maximize the amount of any Earn-out Out Payment.

Appears in 1 contract

Samples: Stock Purchase Agreement (R F Industries LTD)

Post-Closing Operation of the Company. Subject to the terms of this AgreementAgreement and the other Transaction Documents, subsequent to the Closing, Buyer shall have sole discretion with regard to all matters relating to the operation of the Company; provided, provided that Buyer shall not, directly or indirectly, take any actions in bad faith that would have the purpose of avoiding or reducing any of the Earn-out Out Payments hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate the Company in order to achieve any Earn-out Out Payment or to maximize the amount of any Earn-out Out Payment.

Appears in 1 contract

Samples: Stock Purchase Agreement (Solitron Devices Inc)

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Post-Closing Operation of the Company. Subject to the terms of this AgreementAgreement and the other Transaction Documents, subsequent to the Closing, Buyer shall have sole discretion with regard to all matters relating to the operation of the Company; provided, however, that Buyer shall not, directly or indirectly, take any actions in bad faith that would have the sole purpose of avoiding or reducing any of the Earn-out Payments hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate the Company in order to achieve any Earn-out Payment or to maximize the amount of any Earn-out Payment.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synalloy Corp)

Post-Closing Operation of the Company. Subject to the terms of this AgreementAgreement and the other Transaction Documents, subsequent to the Closing, Buyer shall have sole discretion with regard to all matters relating to the operation of the Company; provided, that Buyer shall not, directly or indirectly, take any actions in bad faith that would have the purpose of avoiding or reducing any of the Earn-out Earn Out Payments hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate the Company in order to achieve any Earn-out Payment or to maximize the amount of any Earn-out Payment.

Appears in 1 contract

Samples: Asset Purchase Agreement (Synalloy Corp)

Post-Closing Operation of the Company. Subject to the terms of this Agreement, subsequent to the Closing, Buyer shall have sole discretion with regard to all matters relating to the operation of the Company; provided, however, that Buyer shall not, directly or indirectly, take any actions in bad faith that would have the purpose of avoiding or reducing any of the Earn-out Participation Payments hereunder. Notwithstanding the foregoing, Buyer has no obligation to operate from the Closing until the end of the Participation Payment Period, unless otherwise determined by unanimous written approval of the members of the Company in order to achieve any Earn-out Payment or to maximize the amount of any Earn-out Payment.Board, Buyer agrees as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (DSW Inc.)

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