PRE-CLOSING SELLER UNDERTAKINGS. From the date of this Agreement until Closing, the Sellers shall (except as may be approved in writing by the Purchasers) ensure that the business of each Target Company is carried on in all material respects only in the ordinary course and shall comply with the obligations set out in Schedule 4, and the Sellers shall notify the Purchasers immediately upon becoming aware of a breach or suspected breach of any of those obligations.
Appears in 1 contract
Samples: Agreement (Campbell Soup Co)
PRE-CLOSING SELLER UNDERTAKINGS. 4.1 From the date of this Agreement until Closing, the Sellers Seller shall (except as may be approved in writing by the Purchasers) ensure that the business of each Target Company is carried on in all material respects only in the ordinary course and shall comply with the obligations set out in Schedule 4, and the Sellers shall notify the Purchasers immediately upon becoming aware of a breach or suspected breach of any of those obligations.
Appears in 1 contract
Samples: Agreement (EnergySolutions, Inc.)
PRE-CLOSING SELLER UNDERTAKINGS. From 4.1 Subject to clause 4.2, to the date of this Agreement until Closingextent permissible under applicable Law, during the Pre-Closing Period, the Sellers Seller shall (except as may be approved in writing by the Purchasers) Purchaser), ensure that the business of each Target Company is carried on in compliance with the obligations set out in Schedule 3 and in all material respects only in the ordinary course and shall comply with the obligations set out in Schedule 4, and the Sellers shall notify the Purchasers immediately upon becoming aware of a breach or suspected breach of any of those obligationsbusiness.
Appears in 1 contract
Samples: Portfolio Recovery Associates Inc
PRE-CLOSING SELLER UNDERTAKINGS. 4.1 From the date of this Agreement until Closing, subject to all applicable legal and regulatory requirements, the Sellers Seller shall (except as may be approved in writing by the PurchasersPurchaser) ensure or procure, in each case, in so far as it is able as the sole shareholder of the Company, that the business of each Target Company is carried on in all material respects only in the ordinary and usual course and the Seller shall comply with the obligations set out in Schedule 4, and the Sellers shall notify the Purchasers immediately upon becoming aware of a breach or suspected breach of any of those obligations2.
Appears in 1 contract
PRE-CLOSING SELLER UNDERTAKINGS. 4.1 From the date of this Agreement until Closing, the Sellers shall (except as may be approved in writing by the PurchasersPurchaser) ensure that the business of each Target the Company is carried on in all material respects only in the ordinary course and shall comply with the obligations set out in Schedule 4, and the Sellers shall notify the Purchasers immediately upon becoming aware of a breach or suspected breach of any of those obligations.
Appears in 1 contract
Samples: Agreement (Evercore Partners Inc.)
PRE-CLOSING SELLER UNDERTAKINGS. From the date of this Agreement until Closing, each Seller (in relation only to the Sellers applicable Target Companies and Business) shall (except as may be approved in writing by the PurchasersPurchasers and subject to paragraph 3 of Schedule 7) ensure that the business businesses of each the Target Company is Companies and the Business are carried on in all material respects only in the ordinary course and shall comply with the obligations set out in Schedule 4, and the Sellers shall notify the Purchasers immediately upon becoming aware of a breach or suspected breach of any of those obligations7.
Appears in 1 contract
Samples: Agreement (Sirva Inc)
PRE-CLOSING SELLER UNDERTAKINGS. 5.1 From the date of this Agreement until Closing, the Sellers Seller shall (except as may be approved in writing by the PurchasersPurchaser in writing) ensure that the business of each Target Company is carried on in all material respects only in the ordinary course of business and each Target Company shall comply with the obligations Interim Period Covenants set out in Schedule 4, and the Sellers shall notify the Purchasers immediately upon becoming aware of a breach or suspected breach of any of those obligations.
Appears in 1 contract
Samples: Escrow Agreement (Hungarian Telephone & Cable Corp)