Covenants of the Company and the Shareholders. During the --------------------------------------------- period commencing on the date hereof and continuing through the Closing Date, each of the Company and the Shareholders agrees to: (a) comply promptly with all requirements that applicable Legal Requirements may impose upon it with respect to the transactions contemplated by this Agreement, and shall cooperate promptly with, and furnish information to, Buyer in connection with any such requirements imposed upon Buyer or upon any of its affiliates in connection therewith or herewith, including, without limitation, all information reasonably required by Buyer to prepare its registration statement with respect to its initial public offering; (b) use its reasonable commercial efforts to obtain (and to cooperate with Buyer in obtaining) any consent, authorization or approval of, or exemption by, any Person required to be obtained or made by the Company or the Shareholders, as applicable, in connection with the transactions contemplated by this Agreement; (c) use its reasonable commercial efforts to bring about the satisfaction of the conditions precedent to Closing set forth in Sections 6.1 and 6.2 of this Agreement; (d) promptly orally advise Buyer and, within three business days thereafter, in writing of any change in the Company's business or condition that has had or may have a Material Adverse Effect; and (e) at or prior to the Closing, the Shareholders will repay to the Company any shareholders loans payable.
Appears in 1 contract
Covenants of the Company and the Shareholders. During the --------------------------------------------- period commencing on the date hereof and continuing through the Closing Date, each of the Company and the Shareholders agrees agree to:
(a) comply promptly with all requirements that applicable Legal Requirements may impose upon it with respect to the transactions contemplated by this Agreement, and shall cooperate promptly with, and furnish information to, Buyer in connection with any such requirements imposed upon Buyer or upon any of its affiliates in connection therewith or herewith, including, without limitation, all information reasonably required by Buyer to prepare its registration statement with respect to its initial public offering;
(b) use its reasonable commercial efforts to obtain (and to cooperate with Buyer in obtaining) any consent, authorization or approval of, or exemption by, any Person required to be obtained or made by the Company or the Shareholders, as applicable, in connection with the transactions contemplated by this Agreement;
(c) use its reasonable commercial efforts to bring about the satisfaction of each of the conditions precedent to Closing set forth in Sections 6.1 and 6.2 of this Agreement;
(d) promptly orally advise Buyer and, within three business days thereafter, in writing of any change in the Company's business or condition that has had or may have a Material Adverse Effect; and
(e) at or prior to the Closing, the Shareholders will repay to the Company any shareholders loans payable, if any.
Appears in 1 contract