Specified Covenants means, the post-Closing covenants and agreements set forth in Section 6.2 (Books and Records; Post-Closing Access), Section 6.3 (Risk of Loss), Section 6.5 (Seller Marks), Section 6.6 (Publicity), Section 6.7 (Confidentiality; Non-Disparagement), Section 9.2 (Effect of Termination; Payment of Deposit), Article VIII (Indemnification), Article X (Miscellaneous), the penultimate sentence of Section 2.7(e) and in the parenthetical immediately preceding the first proviso in Sections 2.9(c)(i) and 2.9(c)(iii) (Post-Closing Adjustment of Pooled Loan Defected Property).
Specified Covenants means Seller’s covenants and agreements set forth in Section 2.3, Section 3.3, Section 3.4, Section 3.5, Section 3.6, Section 3.7, Section 3.8, Section 6.2, Section 6.8, Section 6.9, Section 6.10, Section 9.4, Section 11.2(j), Section 11.3(b), Section 11.4(b), Section 11.4(d), Section 12.1(e), Section 13.2(c), Section 13.2(d), Section 13.2(e), Section 13.2(f), Section 13.2(g), Section 13.2(h), Section 13.5, Section 13.7, Section 13.11, Section 15.2, Section 15.3, Section 15.5, Section 15.6, Section 15.7, Section 15.9(b), Section 15.12, Section 15.13, Section 15.14, Section 15.17 and Section 15.18.
Specified Covenants has the meaning provided in Section 6.1(b).
Examples of Specified Covenants in a sentence
Further, the Restricted Party expressly acknowledges that the restrictions contained in the Specified Covenants are reasonable and necessary to accomplish the mutual objectives of the parties and to protect the legitimate business and proprietary interests of the Company and to protect the Company’s business relationships and connections, trade secrets, proprietary information, other Confidential Information and goodwill.
Restricted Party will not, and will cause its Restricted Subsidiaries not to, participate in any corporate reorganization to circumvent the Specified Covenants.
Any Obligor fails to comply with any Terms and Conditions or does not comply with any of its obligations under any of the Transaction Documents (other than in relation to the Specified Covenants) to which it is a party, subject to a cure period of 30 (thirty) days from the date of notice of its occurrence.
More Definitions of Specified Covenants
Specified Covenants is defined in Section 12.02(a).
Specified Covenants has the meaning set forth in Section 5.01(c).
Specified Covenants means the covenants described in Sections 4.03, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13, 4.17, 4.18 and 5.01 hereof.
Specified Covenants means (x) the following Sections of the Credit Agreement: 6.04, 6.06, 6.07 (solely as provided for in clause (iii) of the definition of, the Luxembourg Restructuring), 6.09 and 6.12(a) (solely as it relates to the terms of the CPECs to be issued by New Lux to Borrower) and (y) the covenants contained in Section 8 of the Pledge Over Shares and CPECS, made on April 18, 2007, among the Borrower, the Collateral Agent and Itron Acquisition Company (the “Existing Luxembourg Pledge Agreement”) and (z) covenants or representations in any Security Document which restrict the Foreign Subsidiary Restructuring.
Specified Covenants means the covenants of Seller contained in Sections 2.04, 2.05(a) and (b), 2.06, 6.05(b) and (c), 6.01, 6.04, 6.07, 6.08, 6.10, 6.14, 6.15, 6.16, and 6.17 of this Agreement, and the covenants of the Stockholders contained in Sections 6.07 and 6.08 of this Agreement.
Specified Covenants means the covenants and agreements of Parent set forth in in Sections 2.1 (Purchase and Sale of Securities), 4.1 (Closing Date), 4.2(b) (Preliminary Purchase Price), 7.4(b) (Operations Prior to the Closing Date); the portion of 7.5(a) that reads “which Proxy Statement shall comply as to form in all material respects with the applicable requirements of the Securities Act, Exchange Act, the Delaware General Corporation Law and Nasdaq rules,”, 7.5(b) (Proxy Statement), the portion of 7.5(c) that reads “Subject to the ability of the Parent Board to make an Adverse Recommendation Change pursuant to the terms of this Agreement, Parent shall, through the Parent Board, recommend to its stockholders that they vote in favor of the Contemplated Transactions and shall include such recommendation in the Proxy Statement”, and 7.6 (Acquisition Proposal; Change in Recommendation).
Specified Covenants means those covenants of the Corporation set out in Sections 2.10(a), 2.10(b), 2.10(d), 2.10(e), 2.10(f), 2.10(k), 2.10(l), 2.10(n), 2.10(o), 2.10(p) and 2.10(q).