COVENANTS OF GAIAM Sample Clauses

COVENANTS OF GAIAM. Except as expressly contemplated by this Agreement or consented to in writing by Real Goods, during the period from the execution of this Agreement by Real Goods to the Effective Time, (a) Gaiam will, and will cause its Subsidiaries to, use all commercially reasonable efforts to comply in all material respects with all applicable Laws, Regulations and Orders, and (b) Gaiam will not, and will not permit any of its Subsidiaries to (i) take or agree or commit to take any action that would make any representation or warranty of Gaiam hereunder inaccurate in any respect at, or as of any time prior to, the Effective Time such that the conditions set forth in Section 7.2(a) would not be satisfied, (ii) omit or agree or commit to omit to take any action necessary to prevent any such representation or warranty from being inaccurate in any respect at any such time such that the conditions set forth in Section 7.2(a) would not be satisfied, or (iii) take, cause or permit to be taken any action, whether before or after the Effective Time, that could reasonably be expected to prevent the Merger from constituting a "reorganization" within the meaning of Section 368(a) of the Code.
Sample 1
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Related to COVENANTS OF GAIAM

  • COVENANTS OF THE STOCKHOLDER Section 1.01.

  • Covenants of Parties The Parties hereby covenant and agree as follows:

  • Covenants of Party B Party B hereby covenants as follows:

  • Covenants of Parent Parent agrees that:

  • Covenants of Party A (a) Unless the provisions set forth below under “Private Placement Procedures” shall be applicable, Party A shall use any Shares delivered by Party B to Party A on any Settlement Date to return to securities lenders to close out open Share loans created by Party A or an affiliate of Party A in the course of Party A’s or such affiliate’s hedging activities related to Party A’s exposure under this Confirmation.

  • Covenants of Company In the event that any litigation with claims in excess of $1,000,000 to which the Company is a party which shall be reasonably likely to result in a material judgment against the Company that the Company will not be able to satisfy shall be commenced by an Owner, during the period beginning nine months following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Company, such judgment has been satisfied), the Company shall not make any distribution on or in respect of its membership interests to any of its members, or repay the principal amount of any indebtedness of the Company held by CFC, unless (i) after giving effect to such distribution or repayment, the Company's liquid assets shall not be less than the amount of actual damages claimed in such litigation or (ii) the Rating Agency Condition shall have been satisfied with respect to any such distribution or repayment. The Company will not at any time institute against the Trust any bankruptcy proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations relating to the Certificates, the Notes, this Agreement or any of the Basic Documents.

  • Covenants of the Vendor The Vendor covenants and agrees with the Purchaser as follows:

  • Covenants of the Company The Company covenants with each Underwriter as follows:

  • COVENANTS OF GRANTOR For the purpose of further securing the indebtedness secured hereby and for the protection of the security of this Security Deed, for so long as the indebtedness secured hereby or any part thereof remains unpaid, Grantor covenants and agrees as follows:

  • COVENANTS OF DEBTOR Debtor hereby covenants and agrees as follows:

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