Preclosing Covenants. The Parties agree as follows with respect to the period between the execution of this Agreement and the Closing.
Preclosing Covenants. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement or the Effective Time, MRL agrees (except to the extent expressly contemplated by or disclosed elsewhere in this Agreement and consented to in writing by PPD and Subsidiary) to carry on its business in the usual, regular and ordinary course in substantially the same manner as heretofore conducted; to pay debts and Taxes when due subject to good faith disputes over such debts or Taxes; to use reasonable efforts consistent with past practice to preserve intact its present business; to use reasonable efforts consistent with past practice to keep available the services of its present officers and key employees; and to use reasonable efforts consistent with past practice to preserve its relationships with customers, suppliers, distributors, licensors, licensees, and others having business dealings with it. MRL agrees to promptly notify PPD of any event or occurrence after the date of this Agreement of which MRL is aware which could have a Material Adverse Effect. Without limiting the foregoing, and except as expressly contemplated by or disclosed elsewhere in this Agreement, in Section 5.1 of the Disclosure Schedule ----------- or as otherwise set forth below, from the date of this Agreement and continuing until the earlier of the termination of this Agreement as provided in Article 10 ---------- or the Closing Date, MRL and the Shareholders jointly and severally covenant with PPD and Subsidiary that between the date hereof and the Closing they shall:
Preclosing Covenants. The parties agree as follows with respect to the period between the execution of this Agreement and the Close of Escrow.
Preclosing Covenants. During the period from the Agreement Date until the earlier to occur of (i) the Effective Time or (ii) the termination of this Agreement in accordance with Section 10, GALT covenants and agrees with Intuit as follows:
Preclosing Covenants. 35 7.1 Conduct of Business Prior to Closing . . . . . . . . . . . . . . . . . 35 7.2 Access to Information and Documents. . . . . . . . . . . . . . . . . . 36 7.3
Preclosing Covenants. Seller shall comply with the covenants contained in this Article 8 from the Effective Date through the Closing Date unless Buyer consents otherwise in writing. Buyer may grant or withhold any such consent requested by Seller in Xxxxx’s sole discretion. To the extent applicable, Buyer shall comply with the covenants contained in this Article 8.
Preclosing Covenants. The Seller and the Company covenant and agree with respect to the Company that prior to the Closing Date, except as expressly permitted by this Agreement or with the prior written consent of the Parent, they shall act in accordance with the following:
Preclosing Covenants. 20 (a) General . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 (b)
Preclosing Covenants. 10A. Public Announcements. WSC, ABRY and DTN shall consult with each other before issuing any press releases or otherwise making any public statements with respect to the Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by law.
