Executory Period Covenants Sample Clauses

Executory Period Covenants. (a) At all times during the period commencing from the Effective Date and continuing until the earlier to occur of the termination of this Agreement and the Closing Date, the Company shall permit each Series A-1 Investor, or any representative thereof, to (i) visit and inspect the properties of the Group Companies, (ii) inspect the books of account, records, ledgers, and other documents and data of the Group Companies, (iii) discuss the business, affairs, finances and accounts of the Group Companies with officers and employees of the Group Companies, and (iv) review such other information as such Series A-1 Investor may reasonably request, in such a manner so as not to unreasonably interfere with the Group Companies’ normal operations. (b) At all times during the period commencing from the Effective Date and continuing until the earlier to occur of the termination of this Agreement and the Closing Date, (i) none of the Warrantors and the Company, without the prior written consent of the Majority Series A-1 Investor, shall take any action which (A) would render any of the representations or warranties made by the Warrantors or the Company in this Agreement untrue in any material respect if given with reference to the facts and circumstances then existing or (B) would result in any of the covenants contained in this Agreement becoming incapable of performance, and (ii) the Company and the Warrantors shall give the Series A-1 Investors notice of any event, condition or circumstance occurring prior to the Closing Date that would constitute a breach of any representation or warranty of the Company or the Warrantors, as applicable, if such representation or warranty were made as at any date from the date hereof until the Closing Date, or that would constitute a breach of any terms and conditions contained in this Agreement, as soon as practicable after becoming aware thereof. (c) At all times during the period commencing from the Effective Date and continuing until the earlier to occur of the termination of this Agreement and the Closing Date, the Company and Warrantors shall give prompt written notice to the Series A-1 Investors of: (I) any written notice or other written communication from any Person or Governmental Authority alleging that the consent, Governmental Order, approval, authorization or other action of, or any filing with or notice to or other action with respect to such Person or Governmental Authority is or may be required but not obtained in con...

Executory Period Covenants. At all times during the period commencing from the Effective Date and continuing until the earlier to occur of the termination of this Agreement and the Closing Date, the Company shall permit VKC, or any representative thereof, to (i) visit and inspect the properties of the Group Companies, (ii) inspect the books of account, records, ledgers, and other documents and data of the Group Companies, (iii) discuss the business, affairs, finances and accounts of the Group Companies with officers and employees of the Group Companies, and (iv) review such other information as VKC may reasonably request, in such a manner so as not to unreasonably interfere with the Group Companies’ normal operations.

Executory Period Covenants. From the date of the Closing and the earliest of (i) the Conversion, (ii) the repayment by the Company of entire principal amount and accrued interest under the Note, or (iii) the termination of this Agreement pursuant to Section 9, except as the Purchaser otherwise agrees in writing, as permitted or contemplated by the transactions contemplated under the Series B+ Financing Documents, the Restructuring Agreement, the Convertible Loan Investment Agreement or other documents relevant to the financing of the Company, or as required to conduct the business of the Group Companies in the ordinary course, none of the Group Companies shall (and the Warrantors shall not permit any of the Group Companies to) (aa) conduct any merger, split, dissolution, or liquidation, (bb) sell, purchase, assign, lease, transfer, pledge, encumber or otherwise dispose of all or substantially all assets of the Group Companies, (cc) issue, sell or grant any Equity Security, (dd) declare, issue, make or pay any dividend or other distribution with respect to any Equity Security, or (ee) authorize, approve or agree to any of the foregoing.

Executory Period Covenants. Between the date of this Agreement and the Initial Closing, unless Delta consents in writing otherwise: (a) As promptly as practicable, each Warrantor shall: (i) use best efforts to take all actions required of such party and to do all other things reasonably necessary, proper or advisable to consummate the transactions contemplated under the Transaction Documents; (ii) file or supply, or cause to be filed or supplied, all applications, notifications and information required to be filed or supplied by such Warrantor pursuant to law in connection with the Transaction Documents and the issuance of the Preferred Sale Shares pursuant hereto and the consummation of the other transactions contemplated under the Transaction Documents; (c) use reasonable best efforts to obtain, or cause to be obtained, all consents (including any consents required under any contract) necessary to be obtained by such party in order to consummate the transactions contemplated pursuant to the Transaction Documents; and (d) coordinate and cooperate with the other Parties in exchanging such information and supplying such assistance as may be reasonably requested by the other Parties in connection with any filings and other actions to be made or taken in order to consummate the transactions contemplated pursuant to the Transaction Documents. (b) None of the Warrantors, without the prior written consent of the Purchasers, shall take any action which (a) would render any of the representations or warranties made by the Warrantors in this Agreement untrue in any material respect if given with reference to the facts and circumstances then existing or (b) would result in any of the covenants contained in this Agreement becoming incapable of performance. Each Warrantor shall promptly advise the Purchasers of any action or event of which such Warrantor becomes aware which would have the effect of making incorrect in any material respect any such representations or warranties if given with reference to facts and circumstances then existing or which has the effect of rendering any such covenants incapable of performance. (c) Except as otherwise permitted by this Agreement or with the written consent of Delta, the Warrantors shall: carry on the Group’s business in the ordinary course consistent with past practice and in substantially the same manner as conducted prior to the date hereof. (d) No Warrantor shall (a) waive, release or assign any material right or claim, (b) take any action that woul...

Executory Period Covenants. Notwithstanding anything to the contrary in this Agreement, except as otherwise permitted by any of the Transaction Documents or with the written consent of the Investor, from the date hereof and at all times up to and including the earlier of Closing or the termination of this Agreement, the Company shall comply with, the Founders shall cause the Company to comply with, and the Founders and the Company shall cause each other Group Company to comply with the following restrictions and requirements: (a) carry on its business in the usual and ordinary course consistent with past practice and use reasonable efforts to preserve its relationships with customers, suppliers and others having business dealings with the Group Companies; Table of Contents (b) ensure that there is no change to the method of accounting or accounting practice (including, without limitation, revenue recognition policies) of the Group Companies, except as may be appropriate to conform to changes in statutory or regulatory accounting rules or U.S. GAAP or regulatory requirements with respect thereto; (c) ensure that each of the Group Companies conducts its business and provides services in compliance with applicable PRC Laws on labor and employment, and that the Group’s flexible staffing services will not be deemed to be labor dispatching services by any Governmental Authority; (d) ensure that the Company engages in no operations other than the direct or indirect holding of shares or equity interests (as applicable) in its Subsidiaries, and that the Company itself will not incur any Liabilities or Indebtedness; (e) ensure that no Group Company will have any off-book income or incur any off-book expenses; (f) ensure that, any Service Agreement (as defined below) to be entered into between the Group and any customers be made or revised to provide that the amount of Customer Indemnification (as defined below) that the Group in the aggregate is subject to pursuant to such Service Agreement will not exceed the maximum amount of service fees or other income that the Group in the aggregate will generate under such Service Agreement; (g) not amend, alter or repeal, whether by merger, reclassification or otherwise any provision of its articles of incorporation and by-laws or equivalent constitutional documents; (h) not increase, reduce, consolidate, sub-divide or cancel its authorized and issued share capital; (i) not change its name or the name under which it carries on business; (j) not change i...

Executory Period Covenants. Between the Effective Date and the earlier of the Closing or the termination of this Agreement in accordance with Section 10 (Termination), unless the Lead Investor and MC consent in writing otherwise:

Executory Period Covenants