Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior consent of Parent, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 is likely to occur.
Appears in 3 contracts
Sources: Acquisition Agreement (Infospace Com Inc), Transaction Agreement (Rational Software Corp), Agreement and Plan of Acquisition and Arrangement (Infospace Com Inc)
Negative Covenant. Except as otherwise expressly permitted by this AgreementAgreement or as set forth on Schedule 6.3, between the date of this Agreement and the Closing Date, the Company will not, without the prior consent of ParentBuyer, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 is likely 3.14 would reasonably be expected to occur.
Appears in 3 contracts
Sources: Stock Purchase Agreement (NewGen Technologies, Inc), Stock Purchase Agreement (Titan Global Holdings, Inc.), Stock Purchase Agreement (Titan Global Holdings, Inc.)
Negative Covenant. Except as otherwise expressly permitted by this ----------------- Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior consent of ParentBuyer, take any affirmative action, or fail to take any reasonable action within its or their control, as a result of which any of the changes or events listed in Section 3.15 4.12 is likely to occur.
Appears in 2 contracts
Sources: Merger Agreement (One Voice Technologies Inc), Merger Agreement (Weber Dean)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company and Shareholders will not, and will cause the Company not to, without the prior consent of Parent, 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 Section 3.15 3.16 is likely to occur.
Appears in 2 contracts
Sources: Merger Agreement (Packaged Ice Inc), Merger Agreement (Packaged Ice Inc)
Negative Covenant. Except as otherwise expressly permitted by this AgreementAgreement or as is consistent with the Ordinary Course of Business, between the date of this Agreement and the Closing Date, the Company will not, without the prior written consent of ParentBuyer, 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 Section 3.15 3.16 is likely to occur.
Appears in 2 contracts
Sources: Share Purchase Agreement (Sandisk Corp), Share Purchase Agreement (Alliance Semiconductor Corp /De/)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company will shall not, and shall cause the Subsidiaries not to, without the Parent’s prior consent of Parentconsent, 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 Section 3.15 is likely to occur.
Appears in 2 contracts
Sources: Merger Agreement (Summit America Television Inc /Tn/), Merger Agreement (Scripps E W Co /De)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company Companies will not, without the prior written consent of Parent, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed referred to in Section 3.15 3.10 is likely to occur.
Appears in 2 contracts
Sources: Canadian Share Exchange Agreement, Share Exchange Agreement (Ideal Accents Inc)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing DateClosing, the Company will notshall, and shall cause each of its Subsidiaries to, refrain, without the prior written consent of ParentAcquiror, take from taking any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 is likely to occur.
Appears in 2 contracts
Sources: Merger Agreement (County Bancorp, Inc.), Merger Agreement (First Busey Corp /Nv/)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior consent of ParentSubsidiary which will not be unreasonably withheld, take any affirmative action, or fail to take any reasonable action within its control, as a result of which which, to the Company's Knowledge, any of the changes or events listed in Section 3.15 5.16 is likely to occur.
Appears in 2 contracts
Sources: Merger Agreement (Shaw Industries Inc), Merger Agreement (Saul Julian)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company and the Company Shareholder will not, without the prior consent of Parent▇▇▇▇▇▇▇▇, 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 Section 3.15 3.16 is likely to occur.
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company Parent Seller will not, and will cause the Company not to, without the prior consent of Parentthe 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 Section 3.15 3.16 is likely to occur.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Measurement Specialties Inc)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement November 30, 2000, and the Closing Date, neither of the Company will notCompanies will, without the prior consent of ParentPurchaser, 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 Section 3.15 is likely to could occur.
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement------------------ Agreement or as is consistent with the Ordinary Course of Business, between the date of this Agreement and the Closing Date, the Company will not, without the prior written consent of ParentBuyer, 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 Section 3.15 3.16 is likely to occur.
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company will not, and will cause each of its Subsidiaries not to, without the prior consent of Parentthe Buyer, (a) take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 3.6 or Section 3.7 is likely to occur, or (b) make any modification to any material Contract.
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior written consent of ParentUNIT, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 3.16 is likely to occur.
Appears in 1 contract
Sources: Merger Agreement (Unit Corp)
Negative Covenant. Except as otherwise expressly permitted by ----------------- this Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior written consent of Parent, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 is likely to occur.
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, neither the Company will notCompany, the Shareholder Trust, nor ▇▇▇▇▇▇▇ will, without the prior consent of ParentParent and Purchaser, 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 Section 3.15 is likely to 3.16 could occur.
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement hereof and the Closing Date, the Company will not, without the prior written consent of Parent, take any affirmative action, or fail to take any reasonable action within its controlaction, as a result of which any of the changes or events listed in Section 3.15 2.12 is likely to occur.
Appears in 1 contract
Sources: Merger Agreement (Avocent Corp)
Negative Covenant. Except as otherwise expressly permitted by required pursuant to this Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior consent of Parentthe Buyer, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 3.11 occurs or is reasonably likely to occur.
Appears in 1 contract
Sources: Asset Purchase Agreement (Alliance Bankshares Corp)
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior consent of Parent, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 3.14 is likely to occur.. Table of Contents
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the First Closing Date, the Company will not, and will cause the Associated Companies not to, without the prior consent of ParentBuyer, 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 Section 3.15 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, between the date of this Agreement and the Closing Date, the Company and the Company Shareholder will not, without the prior consent of ParentA▇▇▇▇▇▇▇, 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 Section 3.15 3.16 is likely to occur.
Appears in 1 contract
Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, the Company will not, without the prior consent of ParentBuyer, take any affirmative action, or fail to take any reasonable action within its control, as a result of which any of the changes or events listed in Section 3.15 3.12 is likely to occur.
Appears in 1 contract
Sources: Asset Purchase Agreement (Morrison Health Care Inc)