Certain Additional Covenants of the Parties Sample Clauses

Certain Additional Covenants of the Parties. Section 7.01 Access to Information. From the date hereof until the Closing Date, the Company and the Majority Owner shall (i) afford Hightimes and its Representatives (as defined below) reasonable access to and the right to inspect all of the properties, assets, premises, books and records, Contracts and other documents and data related to the Company Business; (ii) furnish Hightimes and its Representatives with such financial, operating and other data and information related to the Company Business as Hightimes or any of their Representatives may reasonably request; and (iii) instruct its Representatives to cooperate with Hightimes and its Representatives in their investigation of the Company Business and the assets; provided, however, that any such investigation shall be conducted during normal business hours upon reasonable advance notice to the Company, in such a manner as not to interfere with the conduct of the Company Business. All requests by Hightimes for access pursuant to this Section 7.01 shall be submitted or directed exclusively to the Majority Owner or such other individuals as the Majority Owner may designate in writing from time to time. Notwithstanding anything to the contrary in this Section 7.01, neither Owner nor the Company shall be required to disclose any information to Hightimes if such disclosure would, in such Owner’s sole discretion: (x) cause significant competitive harm to either Owner, the Company and their respective businesses if the transactions contemplated by this Agreement are not consummated; (y) jeopardize any attorney-client or other privilege; or (z) contravene any applicable Law, fiduciary duty or binding agreement entered into prior to the date of this Agreement. Prior to the Closing, without the prior written consent of Majority Owner, which may be withheld for any reason, Hightimes shall not contact any suppliers to, or customers of, the Company. Hightimes shall, and shall cause its Representatives to, abide by the confidentiality obligations of this Agreement with respect to any access or information provided pursuant to this Section 7.01.
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Certain Additional Covenants of the Parties. (a) Access to Information. From the date hereof until the Closing Date, the Company shall (i) afford the Hightimes Parties and their Representatives (as defined below) reasonable access to and the right to inspect all of the properties, assets, premises, books and records, Contracts and other documents and data related to the Business; (ii) furnish the Hightimes Parties and their Representatives with such financial, operating and other data and information related to the Business as the Hightimes Parties or any of their Representatives may reasonably request; and (iii) instruct its Representatives to cooperate with the Hightimes Parties and their Representatives in their investigation of the Business and the Purchase Assets; provided, however, that any such investigation shall be conducted during normal business hours upon reasonable advance notice to the Company, in such a manner as not to interfere with the conduct of the Business or any other businesses of the Company.
Certain Additional Covenants of the Parties. (a) CERTAIN FILINGS, CONSENTS AND ARRANGEMENTS. Mercury, QELC, QRI, MGP, TCW and JEDI shall cooperate with one another (1) in promptly determining whether any filings are reasonably required to be or should be made, or any consents, approvals, permits or authorizations are required to be or should be obtained, under any federal, state or local law or regulation or whether any consents, approvals or waivers are required to be or should be obtained from other parties to loan agreements or other Contracts in connection with the consummation of the transactions contemplated hereby, and (2) in promptly making any such filings, furnishing information required in connection therewith and seeking timely to obtain any such consents, permits, authorizations, approvals or waivers.
Certain Additional Covenants of the Parties 

Related to Certain Additional Covenants of the Parties

  • Additional Covenants of the Parties Section 7.1.

  • Additional Covenants of the Company The Company further covenants and agrees with each Underwriter as follows:

  • Certain Additional Covenants (a) If any Pledgor shall, as a result of its ownership of any of the Collateral, become entitled to receive or shall receive any Stock Certificate (including any Stock Certificate issued pursuant to a stock dividend or a distribution in connection with any reclassification or increase or reduction of capital, or any Stock Certificate issued in connection with any reorganization) or any other certificate evidencing any Collateral, such Pledgor shall accept the same as the agent of the Agent, hold the same in trust for the Agent and deliver the same forthwith to the Agent in the exact form received, duly endorsed by such Pledgor to the Agent, if required, together with an undated stock power covering such Stock Certificate or other certificate duly executed in blank by such Pledgor and with, if the Agent so requests, signature guaranteed, to be held by the Agent, subject to the terms hereof, as additional Collateral. Any sums paid upon or in respect of the Pledged Equity Interests upon the liquidation or dissolution of any Subsidiary shall be paid over to the Agent to be held as additional Collateral. In case any distribution of capital shall be made on or in respect of the Pledged Equity Interests or any property shall be distributed upon or with respect to the Pledged Equity Interests pursuant to the recapitalization or reclassification of the capital of the Pledgor or any Subsidiary or pursuant to the reorganization thereof, as applicable, the capital or property so distributed shall be delivered to the Agent to be held as additional Collateral. If any such capital or property so paid or distributed shall be received by any Pledgor, such Pledgor shall, until such capital or property is paid or delivered to the Agent, hold such money or property in trust for the Agent, segregated from other funds of such Pledgor, as additional Collateral.

  • Additional Covenants of the Seller The Seller hereby covenants and agrees with the Depositor as follows:

  • Additional Covenants of Tenant If, as result of any application or use by Landlord of all or any part of the Letter of Credit, the amount of the Letter of Credit shall be less than the Letter of Credit Amount, Tenant shall, within five (5) business days thereafter, provide Landlord with additional letter(s) of credit in an amount equal to the deficiency (or a replacement letter of credit in the total Letter of Credit Amount), and any such additional (or replacement) letter of credit shall comply with all of the provisions of this ARTICLE 27, and if Tenant fails to comply with the foregoing, notwithstanding anything to the contrary contained in this Lease, the same shall constitute an Event of Default by Tenant. Tenant further covenants and warrants that it will neither assign nor encumber the Letter of Credit or any part thereof and that neither Landlord nor its successors or assigns will be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance.

  • ADDITIONAL COVENANTS OF THE STOCKHOLDERS Each Stockholder hereby covenants and agrees that until the termination of this Agreement:

  • Additional Covenants and Agreements of the Parties 6.1 IMPLEMENTATION TEAM. The Parties will form a team (the "Implementation Team") to oversee the activities contemplated by this Agreement. The Implementation Team will be comprised of three (3) members from each Party. Each Party will appoint a member representing each of manufacturing, marketing/sales and regulatory. Either Party may change its representative(s) on the Implementation Team at any time by providing prior written notice to the other Party. Unless otherwise agreed to by the Parties, after the Closing Date, the Implementation Team will meet (in person or by telephone or video conference) at least one (1) time each Calendar Quarter upon no less than thirty (30) days prior written notice from one Party to the other to discuss any matters arising out of a Party's performance (or non-performance) of its obligations under this Agreement. The Implementation Team will initially be responsible for creating detailed operational plans for the transition contemplated by this Agreement; provided, however, that the activities contemplated by the foregoing will not take place until after the Closing Date to the extent doing so would be in violation of Applicable Law. The detailed operational plans will include a time line and clear understanding of roles and responsibilities contemplated by this Agreement. The Implementation Team will also have responsibility for coordinating effective communication of progress and issues that arise between the Parties. Special meetings of the Implementation Team may be called by either Party upon no less than thirty (30) days' prior written notice to the other Party, which notice must be accompanied by a written agenda of items to be discussed at such special meeting.

  • Additional Covenants of Servicer (a) Unless required by Applicable Law or court order, at the direction of a regulatory authority or, as evidenced by an Opinion of Counsel, in accordance with regulatory guidance, the Servicer will not release the Financed Vehicle securing each such Receivable from the security interest granted by such Receivable in whole or in part except (a) in the event of payment in full by or on behalf of the Obligor thereunder or payment in full less a deficiency which the Servicer would not attempt to collect in accordance with its Customary Servicing Practices, (b) in connection with the repossession and liquidation of such Financed Vehicle or (c) as may be required by an insurer in order to receive proceeds from any Insurance Policy covering such Financed Vehicle.

  • Additional Covenants The Company covenants and agrees with the Agent as follows, in addition to any other covenants and agreements made elsewhere in this Agreement:

  • Additional Covenants of the Stockholder The Stockholder hereby covenants and agrees that until the termination of this Agreement:

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