Common use of Prohibited Actions by the Company Clause in Contracts

Prohibited Actions by the Company. Without limiting the generality of Section 5.1, except as set forth in Section 5.2 of the Company Disclosure Schedule, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by Parent, from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries to do, any of the following:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Euramax International PLC), Agreement and Plan of Merger (Euramax International PLC), Agreement and Plan of Merger (Berger Holdings LTD)

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Prohibited Actions by the Company. Without limiting the ---------------------------------- generality of Section 5.17.01, except as set forth in Section 5.2 7.02 of the Company Company's Disclosure ScheduleLetter, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by Parent, from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries Subsidiaries to do, any of the following:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gec Acquisition Corp), Agreement and Plan of Merger (Gec Acquisition Corp)

Prohibited Actions by the Company. Without limiting the generality of Section 5.17.1, except as set forth in Section 5.2 7.2 of the Company Company's Disclosure ScheduleLetter, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by Parent, from the date of this AGREEMENT AND PLAN OF MERGER Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries Subsidiaries to do, any of the following:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gec Acquisition Corp), Agreement and Plan of Merger (Tracor Inc /De)

Prohibited Actions by the Company. Without limiting the generality of Section 5.1, except as set forth in Section 5.2 of the Company Disclosure Schedule7.1, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by ParentParent and after the Control Date, also by a majority of the Independent Directors, which consents shall not be unreasonably withheld or delayed, from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries Subsidiaries to do, any of the following:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Elite Information Group Inc), Agreement and Plan of Merger (Eig Acquisition Corp)

Prohibited Actions by the Company. Without limiting the --------------------------------- generality of Section 5.1, except as set forth in Section 5.2 of the Company -------------------------- Disclosure Schedule, the Company covenants and agrees that, except as expressly ------------------- contemplated by this Agreement or otherwise consented to in writing by ParentParent (which consent shall not be unreasonably withheld or delayed), from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries to do, any of the following:

Appears in 1 contract

Samples: An Agreement and Plan of Merger (Dyckerhoff Aktiengesellschaft)

Prohibited Actions by the Company. Without limiting the generality of Section 5.14.1, except as set forth in Section 5.2 4.2 of the Company Disclosure ScheduleLetter, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by ParentParent (which consent shall not be unreasonably withheld or delayed), from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries to do, any of the following:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gaylord Entertainment Co /De)

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Prohibited Actions by the Company. Without limiting the generality of Section 5.1, except as set forth in Section 5.2 of the Company Disclosure Schedule, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by ParentParent (which consent shall not be unreasonably withheld or delayed), from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries to do, any of the following:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cementos Portland S A)

Prohibited Actions by the Company. Without limiting the generality of Section 5.17.1, except as set forth in Section 5.2 7.2 of the Company Company's Disclosure ScheduleLetter, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by Parent, from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries Subsidiaries to do, any of the following:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tracor Inc /De)

Prohibited Actions by the Company. Without limiting the --------------------------------- generality of Section 5.1, except as set forth in Section 5.2 of the Company Disclosure Schedule, the Company covenants and agrees that, except as expressly contemplated by this Agreement or otherwise consented to in writing by Parent, from the date of this Agreement until the Effective Time, it will not do, and will not permit any of its subsidiaries to do, any of the following:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Siemens Aktiengesellschaft)

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