Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall refrain from taking any action which would render any representation or warranty contained in Article V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
Appears in 4 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (NantHealth, Inc.), Asset Purchase Agreement (Allscripts Healthcare Solutions, Inc.)
Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall refrain from taking or omitting to take any action which would render any representation or warranty contained in Article V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Mediware Information Systems Inc), Asset Purchase Agreement (Mediware Information Systems Inc)
Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall refrain from taking any action which would knowingly render any of its representation or warranty contained in Article V II or VI III inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
Appears in 2 contracts
Samples: Branch Purchase Agreement (First State Bancorporation), Branch Purchase Agreement (Tierone Corp)
Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) 7.1.1 Each party hereto shall refrain from taking any action which would render any representation or warranty contained in Article V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Sunrise Senior Living Inc), Purchase and Sale Agreement (Sunrise Senior Living Inc)
Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall refrain from taking or omitting to take any action which would render any representation or warranty contained in Article IV or V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
Appears in 1 contract
Samples: Amended and Restated Purchase Agreement (Mediware Information Systems Inc)
Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall refrain from taking any action which would knowingly render any representation or warranty contained in Article V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement or the Merger Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Citizens Republic Bancorp, Inc.)
Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall refrain from taking any action which knowingly and intentionally would render any representation or warranty contained in Article V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
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Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall use commercially reasonable efforts to refrain from taking any action which would render any representation or warranty contained in Article V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (West Corp)
Preserve Accuracy of Representations and Warranties; Notification of Certain Matters. (a) Each party hereto shall refrain from taking any action which that would render any representation or warranty contained in Article IV or V or VI inaccurate as of the Closing Date. Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.
Appears in 1 contract
