No Control of the Company’s Business. Purchaser acknowledges and agrees that: (a) nothing contained in this Agreement shall give Purchaser, directly or indirectly, the right to control or direct the Company’s operations prior to the Closing; (b) prior to the Closing, the Company shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its and its Subsidiaries’ operations; and (c) notwithstanding anything to the contrary set forth in this Agreement, no consent of Purchaser shall be required with respect to any matter set forth in Section 5.1, Section 5.2, or elsewhere in this Agreement to the extent that the requirement of such consent could violate any applicable Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SANUWAVE Health, Inc.), Agreement and Plan of Merger (SEP Acquisition Corp.)
No Control of the Company’s Business. Purchaser acknowledges and agrees that: (ai) nothing contained in this Agreement shall give Purchaser, directly or indirectly, the right to control or direct the Company’s operations prior to the Closing; , (bii) prior to the Closing, the Company shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its and its Subsidiaries’ operations; , and (ciii) notwithstanding anything to the contrary set forth in this Agreement, no consent of Purchaser shall be required with respect to any matter set forth in Section 5.1, Section 5.2, or elsewhere in this Agreement to the extent that the requirement of such consent could violate any applicable Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Galileo Acquisition Corp.), Agreement and Plan of Merger and Reorganization (Innovative International Acquisition Corp.)
No Control of the Company’s Business. Parent and Purchaser acknowledges acknowledge and agrees agree that: (ai) nothing contained in this Agreement shall give Parent or Purchaser, directly or indirectly, the right to control or direct the Company’s operations prior to the Merger Closing; , (bii) prior to the Merger Closing, the Company shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its and its Subsidiaries’ operations; , and (ciii) notwithstanding anything to the contrary set forth in this Agreement, no consent of Parent or Purchaser shall be required with respect to any matter set forth in Section 5.1, Section 5.2, 6.1 or elsewhere in this Agreement to the extent that the requirement of such consent could violate any applicable Lawlaw.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Peregrine Semiconductor Corp), Agreement and Plan of Merger (Peregrine Semiconductor Corp)
No Control of the Company’s Business. Purchaser acknowledges and agrees that: that (ai) nothing contained in this Agreement shall give Purchaser, directly or indirectly, the right to control or direct the Company’s or any of its Subsidiaries’ operations prior to the Closing; , (bii) prior to the Closing, the Company Seller shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its the Company’s and its Subsidiaries’ operations; , and (ciii) notwithstanding anything to the contrary set forth in this Agreement, no consent of Purchaser shall be required with respect to any matter set forth in Section 5.1, Section 5.2, 6.1 or elsewhere in this Agreement to the extent that the requirement of such consent could would, as determined by Purchaser’s counsel, violate any applicable LawLegal Requirements.
Appears in 1 contract
