Affirmative Covenants of Purchaser. Unless the prior written consent of Target shall have been obtained, and except as otherwise contemplated herein, Purchaser shall and shall cause each Purchaser Subsidiary to: (a) operate its business in the usual, regular, and ordinary course; (b) preserve intact its business organization and Assets and maintain its rights and franchises; (c) use its reasonable efforts to cause its representations and warranties set forth in this Agreement to be correct at all times; and (d) take no action which would (i) adversely affect the ability of any Party to obtain any Consents required for the transactions contemplated hereby without imposition of a condition or restriction of the type referred to in the second sentence of Section 8.1(b) of this Agreement or (ii) adversely affect in any Material respect the ability of either Party to perform its covenants and agreements under this Agreement.
Affirmative Covenants of Purchaser. Except as otherwise consented to by Seller, each of Purchaser and Group covenants that, throughout the period commencing on the date hereof and ending on the Closing Date, it will:
Affirmative Covenants of Purchaser. So long as the Purchaser shall not have made payment in full of the Purchase Amounts for all Shares purchased hereunder or any other Obligation shall remain unpaid or unsatisfied, unless the Seller waives compliance in writing:
Affirmative Covenants of Purchaser. 12 7.02 Affirmative Covenants of the Company.............................. 12 7.03 Negative Covenants of the Company................................. 13
Affirmative Covenants of Purchaser. Purchaser covenants and agrees to reasonably cooperate with the Company in securing the amendments or modifications to the Contracts set forth on Schedule 7.01 attached hereto. It is understood and agreed that such actions by Purchaser shall not include any requirement of Purchaser to expend money, commence any litigation or offer or grant any accommodation (financial or otherwise) to any third party. Prior to the Closing Date, Purchaser covenants and agrees to reasonably cooperate with the Company to jointly prepare any appraisal rights notices to be distributed to the Stockholders in connection with the Merger.
Affirmative Covenants of Purchaser. Until this Security Agreement has terminated and Secured Party has been paid in full, unless Secured Party waives compliance in writing, Purchaser agrees that:
Affirmative Covenants of Purchaser. Purchaser shall, as soon as ---------------------------------- practicable but in no event later than the Closing Date, (i) (a) cause a special meeting of its stockholders to be called to consider and vote upon the amendment of the Certificate of Incorporation of Purchaser to change its name to Safe Alternatives Corporation of America, Inc., effective upon the
Affirmative Covenants of Purchaser. Except as expressly contemplated or permitted by this Agreement or as required by applicable law or a Governmental Authority, or with the prior written consent of Seller, during the period from the date of this Agreement to the Effective Time, Purchaser shall, and shall cause each Purchaser Entity to, (a) use commercially reasonable best efforts to maintain and preserve intact its business organization and advantageous business relationships, and (b) take no action that is intended to or would reasonably be expected to adversely affect or materially delay the ability of Seller or Purchaser or any of their respective subsidiaries to obtain any necessary Regulatory Approvals or to consummate the transactions contemplated hereby.
Affirmative Covenants of Purchaser. Between the date hereof and the Closing Date, except as otherwise expressly provided in this Agreement, Purchaser will:
Affirmative Covenants of Purchaser. 45 SECTION 5.5 NOTIFICATION...................................................................................45 SECTION 5.6 CONFIDENTIALITY................................................................................46 SECTION 5.7
