Post-Closing Undertakings of the Parties Sample Clauses

Post-Closing Undertakings of the Parties. 9.1 Non-competition undertaking of the Sellers The Sellers undertake, for a period of two (2) years, counted from the Agreement Date, not to directly or indirectly through any of its Affiliates carry on, be engaged or economically interested in, or provide any services to, or have any direct or indirect interest in any activity that competes with any of the Companies in the Business. Likewise, the Sellers undertake not to be an attorney-in-fact or to participate directly or indirectly through any of its Affiliates in the capital of companies or entities which develop the Business in any of the territories where any of the Companies currently operates. For the avoidance of doubt any potential investments in companies which core business is not the Business but may have non-core operations in the Business and minority investments without right to appoint any member to the board of directors of the relevant company operating in the Business shall not be deemed a breach of this undertaking by the Sellers. Notwithstanding the above, none of the following activities shall constitute a violation of this Clause 9.1: (i) production, packaging, marketing and sales of fresh aromatic herbs in Spain and abroad; (ii) research, cultivation, production, dehydration, packaging, pressing, storage, selection, certification, marketing, sale, trading and distribution of alfalfa, corn, oats, fescue, fodder, cereal straw, fodder silage, wood, seeds and the like, and other animal feed products with milling and granulation and/or silage, intended for animal feed in Spain and/or abroad, (iii) research, cultivation, production, selection and marketing of alfalfa and corn, as well as the study of improvement techniques in Spain, and/or (vi) purchase, sale and exploitation of agricultural land, agricultural machinery and industrial and agricultural installations, as well as agricultural promotion and development and the provision of common services that serve that purpose.
AutoNDA by SimpleDocs
Post-Closing Undertakings of the Parties. Each of the parties undertakes to the other to execute and deliver such further documents and additional instruments as may be required to complete the transactions.

Related to Post-Closing Undertakings of the Parties

  • Other Agreements of the Parties 4.1 (a) Securities may only be disposed of in compliance with state and federal securities laws. In connection with any transfer of the Securities other than pursuant to an effective registration statement, to the Company, to an Affiliate of an Investor or in connection with a pledge as contemplated in Section 4.1(b), the Company may require the transferor thereof to provide to the Company an opinion of counsel selected by the transferor, the form and substance of which opinion shall be reasonably satisfactory to the Company, to the effect that such transfer does not require registration of such transferred Securities under the Securities Act.

  • Corporate Proceedings of the Loan Parties The Administrative Agent shall have received a copy of the resolutions, in form and substance reasonably satisfactory to the Administrative Agent, of the Board of Directors of each Loan Party authorizing, as applicable, (i) the execution, delivery and performance of this Agreement, any Notes and the other Loan Documents to which it is or will be a party as of the Closing Date, (ii) the Extensions of Credit to such Loan Party (if any) contemplated hereunder and (iii) the granting by it of the Liens to be created pursuant to the Security Documents to which it will be a party as of the Closing Date, certified by the Secretary or an Assistant Secretary of such Loan Party as of the Closing Date, which certificate shall be in form and substance reasonably satisfactory to the Administrative Agent and shall state that the resolutions thereby certified have not been amended, modified (except as any later such resolution may modify any earlier such resolution), revoked or rescinded and are in full force and effect.

Time is Money Join Law Insider Premium to draft better contracts faster.