Obligations of Affiliates. Affiliates will acknowledge acceptance of the terms of this Agreement through the signing of a PA before conducting any transaction under this Agreement.
Obligations of Affiliates. Notes (other than the note set forth in Section 1.2(k)), drafts, accounts receivable or other obligations for the payment of money, made or owed by any Affiliate of Company. For purposes of this Agreement, the term “Affiliate” shall mean and include all shareholders, directors and officers of Company; the spouse of any such person; any person who would be the heir or descendant of any such person if he or she were not living; and any entity in which any of the foregoing has a direct or indirect interest (except through ownership of less than 5% of the outstanding shares of any entity whose securities are listed on a national securities exchange or traded in the national over-the-counter market).
Obligations of Affiliates. Seller agrees that in each instance where its Affiliates are obligated to act or refrain from acting under this Agreement during the period prior to the Closing, Seller will cause such Affiliate to so act or refrain from acting.
Obligations of Affiliates. Each of Seller and Acquiror will cause all of the members of its Group to comply with their respective obligations or representations or warranties under this Agreement and the Ancillary Agreements (whether or not any such members of its Group are parties to this Agreement or Ancillary Agreements). Seller hereby guarantees to Acquiror the performance of the other members of the Seller Group of their respective obligations under this Agreement and the other Ancillary Agreements, and Acquiror hereby guarantees to Seller the performance of the other members of the Acquiror Group of their respective obligations under this Agreement and Ancillary Agreements.
Obligations of Affiliates. Except as contemplated in this Agreement (including in the Company Disclosure Schedule), on or before the Closing Date, the Stockholders shall terminate any ongoing agreements between any of them or their Affiliates, on the one hand, and the Company and any of its Subsidiaries, on the other hand, all without any expense to the Company (or any reduction in the gross Assets reflected on the Company Balance Sheet) so that following the Closing Date neither the Company nor any of its Subsidiaries shall have any obligations of any kind or nature to the Stockholders or their Affiliates except for those specified in this Agreement and the other documents being executed in connection herewith, and all debts and other obligations owed or required to be performed by the Stockholders or their Affiliates to the Company shall be paid or discharged in full.
Obligations of Affiliates. Notes, drafts, accounts receivable or other obligations for the payment of money, made or owed by any Affiliate of Institute. For purposes of this Agreement, the term "Affiliate" shall mean and include all members, directors, trustees and officers of Institute; the spouse of any such person; any person who would be the heir or descendant of any such person if he or she were not living; and any entity in which any of the foregoing has a direct or indirect interest (except through ownership of less than 5% of the outstanding shares of any entity whose securities are listed on a national securities exchange or traded in the national over-the-counter market).
Obligations of Affiliates. Except as specifically set forth in ------------------------- this Agreement, on or before the Closing Date the Seller will, and the Seller will cause its affiliates to, (i) cause all debts, claims and other obligations owed or required to be performed by the Seller to any of its affiliates, to be paid or discharged in full and (ii) terminate any ongoing agreements between it on the one hand and its affiliates on the other, all without any expense to the Seller (or any reduction in the gross assets reflected on the Balance Sheet or acquired since the date thereof) and so that following the Closing Date Buyer shall have no obligations of any kind or nature to the Seller or its affiliates except for those specified in this Agreement.
Obligations of Affiliates. 28 SECTION 4.10
Obligations of Affiliates. Affiliates will acknowledge acceptance of the terms of this Base Agreement through the signing of a PA before conducting any transaction under this Base Agreement.
Obligations of Affiliates. Each of Parent and Acquiror will cause all of the members of its Group to comply with their respective obligations or representations or warranties under this Agreement and the Ancillary Agreements (whether or not any such members of its Group are parties to this Agreement or Ancillary Agreements). Parent hereby guarantees to Acquiror the performance of the other members of the Parent Group of their respective obligations under this Agreement and the other Ancillary Agreements, and Acquiror hereby guarantees to Parent the performance of the other members of the Acquiror Group of their respective obligations under this Agreement and Ancillary Agreements.
