Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.1, during the Pre-Closing Period, the Company shall not, and shall cause its Subsidiary to not, cause or permit any of the following (except (x) as otherwise expressly permitted or required by the terms of this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure Schedule):
Appears in 1 contract
Samples: Merger Agreement (MongoDB, Inc.)
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.14.1, during the Pre-Closing Periodperiod from the Agreement Date and continuing until the earlier of the termination of this Agreement and the Effective Time, the Company shall not, do, cause, agree, resolve or commit to or permit (and shall cause its Subsidiary Subsidiaries not to notdo, cause cause, agree, resolve or permit commit to or permit) any of the following (except (x) to the extent expressly provided otherwise in this Agreement or as otherwise expressly permitted or required consented to in writing by the terms of this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure Schedule):in its sole discretion:
Appears in 1 contract
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.1, except as expressly set forth on Schedule 4.2 of the Company Disclosure Letter or pursuant to Section 5.12 or 1.3 of this Agreement, during the Pre-Closing PreClosing Period, the Company shall not, and shall cause its Subsidiary to notnot do, cause or permit any of the following (except (x) to the extent expressly provided otherwise herein or as otherwise expressly permitted or required consented to in writing by the terms of this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure ScheduleAcquirer):
Appears in 1 contract
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.15.1, except as set forth on Schedule 5.2 of the Company Disclosure Letter, during the Pre-Closing Periodperiod from the Agreement Date and continuing until the earlier of the termination of this Agreement and the Closing, the Company shall not, and shall cause its Subsidiary to notnot do, cause or permit any of the following (except (x) to the extent expressly provided otherwise in this Agreement or as otherwise expressly permitted or required consented to in writing by the terms of this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure SchedulePurchaser):
Appears in 1 contract
Samples: Share Purchase Agreement (Hyperion Therapeutics Inc)
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.1, and except as set forth on Schedule 4.2, during the Pre-Closing Period, the Company shall not, and shall not do or cause its Subsidiary to not, cause or permit any of the following (except (x) as to the extent expressly provided otherwise expressly permitted or required by the terms of in this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure Schedule):
Appears in 1 contract
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.15.1, during the Pre-Closing Periodperiod from the date hereof and continuing until the earlier of the termination of this Agreement pursuant to its terms or the Effective Time, the Company shall not, and shall cause its Subsidiary to notnot do, cause or permit any of the following (except (x) as otherwise expressly permitted or required by to the terms of extent contemplated in this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 disclosed in Section 5.2 of the Company Disclosure ScheduleSchedule or as consented to in writing by Parent, which consent shall not be unreasonably withheld):
Appears in 1 contract
Samples: Merger Agreement (Telanetix,Inc)
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.1, except as set forth on Schedule 4.2, during the Pre-Closing Periodperiod from the Agreement Date and continuing until the earlier of the termination of this Agreement and the Effective Time, the Company shall not, and shall cause its each Subsidiary to notnot to, do, cause or permit any of the following (except (x) to the extent expressly provided otherwise in this Agreement or as otherwise expressly permitted or required consented to in writing by the terms of this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure ScheduleAcquirer):
Appears in 1 contract
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.1, except as set forth on Schedule 4.2, during the Pre-Closing Periodperiod from the Agreement Date and continuing until the earlier of the termination of this Agreement and the Effective Time, the Company shall not, and shall cause its each Subsidiary to notnot to, do, cause or permit any of the following (except (x) to the extent expressly provided otherwise in this Agreement or as otherwise expressly permitted or required consented to in writing by the terms of this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure ScheduleAcquiror):
Appears in 1 contract
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.1, and except as set forth on Schedule 4.2 to the Disclosure Letter, during the Pre-Closing Period, the Company shall not, and shall cause its Subsidiary not take any action or omit to not, cause take any action that would have required disclosure under Section 2.10 if such action or permit any of omission occurred prior to the following Agreement Date (except (x) as to the extent expressly provided otherwise expressly permitted or required by the terms of in this Agreement, (y) with without the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure Schedule):Acquiror.
Appears in 1 contract
Samples: Merger Agreement (Sailpoint Technologies Holdings, Inc.)
Restrictions on Conduct of Business of the Company. Without limiting the generality or effect of the provisions of Section 4.1, except as expressly set forth on Schedule 4.2 of the Company Disclosure Letter or pursuant to Section 5.12 or 1.3 of this Agreement, during the Pre-Closing Period, the Company shall not, and shall cause its Subsidiary to notnot do, cause or permit any of the following (except (x) to the extent expressly provided otherwise herein or as otherwise expressly permitted or required consented to in writing by the terms of this Agreement, (y) with the prior written consent of Acquirer (such consent not to be unreasonably withheld, conditioned or delayed with respect to clause (c) below), or (z) as set forth on Schedule 4.2 of the Company Disclosure ScheduleAcquirer):
Appears in 1 contract
Samples: Merger Agreement (Facebook Inc)