Common use of Conduct of Business by the Company Pending the Merger Clause in Contracts

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 4 contracts

Samples: Business Combination Agreement (Brookline Capital Acquisition Corp.), Business Combination Agreement (Apexigen, Inc.), Business Combination Agreement (Brookline Capital Acquisition Corp.)

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Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC Adara shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 3 contracts

Samples: Business Combination Agreement (Adara Acquisition Corp.), Business Combination Agreement (Walker Jeffrey Clinton), Business Combination Agreement (Ogilvie Bruce a Jr)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, any Ancillary Agreement, (2) as set forth in Section Schedule 6.01 of the Company Disclosure Scheduleattached hereto, and or (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC GigCapital5 shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 2 contracts

Samples: Business Combination Agreement (Qt Imaging Holdings, Inc.), Stockholder Support Agreement (GigCapital5, Inc.)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this AgreementAgreement (the “Interim Period”), except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and or (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority)Law, unless BCAC Acquiror shall otherwise consent in writing (which consent shall not be unreasonably conditionedwithheld, withheld conditioned or delayed):

Appears in 1 contract

Samples: Letter Agreement (BioPlus Acquisition Corp.)

Conduct of Business by the Company Pending the Merger. (a) The the Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), or (4) reasonably taken in response to COVID-19 Measures, or unless BCAC GigCapital2 shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (GigCapital2, Inc.)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC Novus shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Reorganization (Novus Capital Corp II)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law or any COVID-19 Measure (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC Rxxx shall otherwise consent in writing (which consent shall not be unreasonably conditionedwithheld, withheld conditioned or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (Roth CH Acquisition v Co.)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law or any COVID-19 Measure (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC DCRB shall otherwise consent in writing (which consent shall not be unreasonably conditionedwithheld, withheld conditioned or delayed):

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Reorganization (Decarbonization Plus Acquisition Corp)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 6.01(a) of the Company Disclosure Schedule, and or (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC GAMC shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Registration Rights Agreement (Golden Arrow Merger Corp.)

Conduct of Business by the Company Pending the Merger. (a) The the Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC VectoIQ shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (VectoIQ Acquisition Corp.)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this AgreementAgreement in accordance with the terms hereof, except as (1) expressly contemplated required by any other provision of this Agreement, Agreement or any other Ancillary Agreement, (2) as expressly set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority)Law, unless BCAC GCAC shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (Growth Capital Acquisition Corp.)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, any Ancillary Agreement, (2) as set forth in Section Schedule 6.01 of the Company Disclosure Scheduleattached hereto, and or (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC the SPAC shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (Anzu Special Acquisition Corp I)

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Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 7.01 of the Company Disclosure Schedule, and or (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority)Law, unless BCAC LOKB shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld withheld, delayed or delayeddenied):

Appears in 1 contract

Samples: Registration Rights Agreement (Live Oak Acquisition Corp II)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) as expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law or any COVID-19 Measure (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC DCRC shall otherwise consent in writing (which consent shall not be unreasonably conditionedwithheld, withheld conditioned or delayed):

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Reorganization (Decarbonization Plus Acquisition Corp III)

Conduct of Business by the Company Pending the Merger. (a) The Holdings and the Company agrees agree that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC Pensare shall otherwise consent in writing (which consent shall not be unreasonably withheld, delayed or conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (PENSARE ACQUISITION Corp)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this AgreementAgreement in accordance with the terms hereof, except as (1) expressly contemplated required by any other provision of this Agreement, Agreement or any other Ancillary Agreement, (2) as expressly set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority)Law, unless BCAC IAC shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (Insight Acquisition Corp. /DE)

Conduct of Business by the Company Pending the Merger. (a) The the Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and or (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC Kensington shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Business Combination Agreement (Kensington Capital Acquisition Corp.)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or as may be requested or compelled by any Governmental Authority), unless BCAC Spartan shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Letter Agreement (Spartan Energy Acquisition Corp.)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time or the earlier termination of this Agreement, except as (1) expressly contemplated by any other provision of this Agreement, Agreement or any Ancillary Agreement, or (2) as set forth in Section 6.01 of the Company Disclosure Schedule, and (3) as required by applicable Law (including COVID-19 Measures or (x) as may be requested or compelled by any Governmental AuthorityAuthority and (y) COVID-19 Measures), unless BCAC Parent shall otherwise consent in writing (which consent shall not be unreasonably conditioned, withheld or delayed):

Appears in 1 contract

Samples: Stockholders Agreement (Quantum Computing Inc.)

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