Common use of Covenants of Parent Clause in Contracts

Covenants of Parent. (a) From and after the date of this Agreement until the earlier of the Effective Time or the valid termination of this Agreement in accordance with its terms, and except as (i) expressly contemplated or required by this Agreement, (ii) set forth in Section 4.2 of the Parent Disclosure Letter, (iii) required by applicable Law, or (iv) with the Company’s prior written consent (which consent is not to be unreasonably withheld, conditioned or delayed), each of Parent and Merger Sub shall not, and shall cause its Subsidiaries not to:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (New Senior Investment Group Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Ventas, Inc.)

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Covenants of Parent. Parent covenants and agrees as to itself and its Subsidiaries (aas applicable) From that, from and after the date of this Agreement hereof and continuing until the earlier of the Effective Time or the valid termination of this Agreement in accordance with its termsTime, and except as (i) as expressly contemplated or required permitted by this Agreement, (ii) set forth as described in Section 4.2 6.2 of the Parent Disclosure LetterSchedules, (iii) as required by applicable Law, Law or (iv) with the Company’s prior written consent of the Company (which consent is shall not to be unreasonably withheld, conditioned or delayed), each of Parent and Merger Sub shall not, and shall cause its Subsidiaries not to:):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Barr Pharmaceuticals Inc), Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD)

Covenants of Parent. (a) From and after During the period from the date of this Agreement hereof and continuing until the earlier of the Effective Time or and the valid termination of this Agreement in accordance with Agreement, Parent agrees as to itself and its termsSubsidiaries that, and except as (i) expressly permitted or expressly contemplated or required by this AgreementAgreement or the other Transaction Agreements (including any schedules thereto), (ii) as set forth in Section 4.2 of the Parent Disclosure Letter, (iii) as required by applicable Lawlaw, or (iv) with to the Company’s prior written extent that the Company shall otherwise consent (in writing, which consent is shall not to be unreasonably withheld, conditioned or delayed), each of Parent and Merger Sub shall not, and shall cause its Subsidiaries not to:

Appears in 2 contracts

Samples: Arrangement Agreement (Nabors Industries LTD), Arrangement Agreement (Tesco Corp)

Covenants of Parent. (a) From and after During the period from the date of this Agreement and continuing until the earlier of the Effective Time or the valid termination of this Agreement in accordance with Time, Parent agrees as to itself and its terms, and Subsidiaries that (except as (i) expressly contemplated or required permitted by this Agreement, (ii) set forth in Section 4.2 of Agreement or as otherwise indicated on the Parent Disclosure Letter, (iii) Schedule or as required by a Governmental Entity of competent jurisdiction or by applicable Lawlaw, rule or regulation, or (iv) with to the Company’s prior written extent that Conectiv shall otherwise consent in writing (which consent is not to be unreasonably delayed or withheld, conditioned or delayed), each of Parent and Merger Sub shall not, and shall cause its Subsidiaries not to:):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Potomac Electric Power Co), Agreement and Plan of Merger (Conectiv)

Covenants of Parent. (a) From and after the date of this Agreement until the earlier of the Effective Time or the valid termination of Time, except (A) as otherwise expressly contemplated by this Agreement in accordance with its terms, and except as (i) expressly contemplated or required by this Agreement, (ii) set forth in Section 4.2 of the Parent Disclosure Letter, (iii) required by applicable Law, or (ivB) with the Company’s prior written consent as Company may approve in writing (which consent is such approval not to be unreasonably withheld, conditioned or delayed), each or (C) as set forth in the relevant subsection of Section 6.1(b) of the Parent and Merger Sub shall Disclosure Letter, Parent will not, and shall cause its Subsidiaries not to:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Marathon Petroleum Corp), Agreement and Plan of Merger (Andeavor)

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Covenants of Parent. (a) From and after the date of this Agreement until the earlier of the Effective Time or and the valid termination of this Agreement in accordance with Article VII, Parent covenants and agrees as to itself (and Parent shall cause its terms, and subsidiaries) (except as (i) expressly contemplated required or required permitted by this Agreement, (ii) as set forth in Section 4.2 4.02 of the Parent Disclosure Letter, (iii) as required by applicable Lawlaw, or (iv) with to the Company’s prior written extent that the Company shall otherwise previously consent (in writing, which consent is will not to be unreasonably withheld, conditioned or delayed), each of Parent and Merger Sub shall not, and shall cause its Subsidiaries not to:):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Finisar Corp)

Covenants of Parent. (a) From and after During the period from the date of this Agreement and continuing until the earlier of the Effective Time or the valid termination of this Agreement in accordance with Time, Parent agrees as to itself and its termsSubsidiaries that, and except as (i) as set forth on Section 5.2 of the Parent Disclosure Schedule, (ii) required by Law, (iii) expressly contemplated permitted or required by this Agreement, (ii) set forth in Section 4.2 of the Parent Disclosure Letter, (iii) required by applicable Law, Agreement or (iv) with to the Company’s prior written extent that the Company shall otherwise consent in writing (which such consent is not to be unreasonably withheld, conditioned withheld or delayed), each delayed if the action requested would not be inconsistent with the combined strategic goals of Parent and Merger Sub shall not, and shall cause its Subsidiaries not to:the Company with respect to the transactions contemplated hereby):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hancock John Financial Services Inc)

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