Common use of Negative Covenant Clause in Contracts

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure Letter, between the date of this Agreement and the Closing Date, Seller and the Companies will not, and will cause each Acquired Company not to, without the prior consent of Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 and 4.14, respectively, is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (Gainsco Inc)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the Closing Date, Seller and the Companies Sellers who are also members of the Senior Management Team will not, and will use their Best Efforts to cause each Acquired the Company not to, without the prior consent of Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections Section 3.14 and 4.14, respectively, is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (Standex International Corp/De/)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the First Closing Date, Seller and the Companies Company will not, and will cause each Acquired Company the Associated Companies not to, without the prior consent of Buyer, which shall not be unreasonably withheld or delayed, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 and 4.14, respectively, Section 3.16 is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (Granite Construction Inc)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the Closing Date, Seller and the Companies will not, and will cause each Acquired the Company not to, without the prior consent of Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 and 4.14, respectively, Section 3.22 is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (Hispanic Broadcasting Corp)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the Closing Date, the Seller and the Companies Group will not, not and will cause each Acquired the Company not to, without the prior consent of Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 and 4.14, respectively, Section 3.15 is likely to occur.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Techteam Global Inc)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the Closing Date, the Seller and the Companies will not, and will cause each Acquired the Company not to, without the prior consent of the Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 and 4.14, respectively, Section 4.16 is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (China Liberal Education Holdings LTD)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed described in the Disclosure Letter, between the date of this Agreement and the Closing Date, Seller Sellers and the Companies will not, and will cause each Acquired Company not to, without the prior consent of Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 3.14, 4.14 and 4.145.14, respectively, is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (Gainsco Inc)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the Closing Date, Seller the Company and the Companies Sellers will not, and will cause each Acquired Company not to, without the prior consent of Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 and 4.14, respectively, Section 3.16 is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (Harmonic Lightwaves Inc)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the Closing Date, Seller and the Companies will shall not, and will shall cause each Acquired Group Company not to, without the prior written consent of BuyerPurchaser, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed representations and warranties set forth in Sections 3.14 and 4.14, respectively, is likely Article IV hereof would fail to occurbe correct if made as of the Closing Date.

Appears in 1 contract

Sources: Share Purchase Agreement (Fuisz Technologies LTD)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure LetterAgreement, between the date of this Agreement and the Closing Date, Seller and the Companies Company will not, and will cause each Acquired Company of its Subsidiaries not to, without the prior consent of the Buyer, (a) take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections 3.14 and 4.14, respectively, Section 3.6 or Section 3.7 is likely to occur, or (b) make any modification to any material Contract.

Appears in 1 contract

Sources: Stock Purchase Agreement (A Consulting Team Inc)

Negative Covenant. Except as otherwise expressly permitted by this Agreement or disclosed in the Disclosure Letter, between the date of this Agreement and the Closing Date, Seller and the Companies Company will not, and will cause each DLT Acquired Company not to, without the prior consent of Buyer, take any affirmative action, or fail to take any reasonable action within their or its control, as a result of which any of the changes or events listed in Sections Section 3.14 and 4.14, respectively, is likely to occur.

Appears in 1 contract

Sources: Stock Purchase Agreement (Gainsco Inc)