Pre Closing Covenants of the Purchaser Clause Samples
The "Pre-Closing Covenants of the Purchaser" clause sets out specific obligations and commitments that the purchaser must fulfill between signing the agreement and the closing of the transaction. These covenants may include requirements such as obtaining necessary regulatory approvals, refraining from actions that could negatively impact the transaction, or providing updates to the seller about material developments. By clearly outlining the purchaser's responsibilities during this interim period, the clause helps ensure that the transaction proceeds smoothly and that both parties are protected from unexpected changes or risks before closing.
Pre Closing Covenants of the Purchaser. The Purchaser hereby covenants that, from and after the date hereof and until the Closing or earlier termination of this Agreement:
Pre Closing Covenants of the Purchaser. 8.1 Maintenance of Capital Structure. Up until the Closing Date, or termination hereof, whichever is the earlier, except as disclosed herein or required under the terms of this Agreement, no change shall be made in the Articles of Incorporation or Bylaws of Purchaser, or the authorized capital stock of Purchaser as set forth on Schedule 4.1 hereof.
Pre Closing Covenants of the Purchaser. The Purchaser covenants to the Company that, during the Interim Period or the earlier termination of this Subscription Agreement, the Purchaser shall:
(a) take, or cause to be taken, all commercially reasonable actions and to do, or cause to be done, all things necessary or proper, consistent with Laws, to consummate and make effective as soon as possible the Transactions, provided that the foregoing shall not be construed as a requirement that the Purchaser waive any Closing condition set out in Sections 6.2 or 6.3 hereof;
(b) take such actions as may be reasonably requested by Company to assist Company in obtaining the Court’s entry of the Approval and Reverse Vesting Order and any other Order reasonably necessary to consummate the Transactions; and
(c) obtain any consents, approvals or orders required to be obtained or made in connection with the authorization, execution and delivery of this Subscription Agreement and the consummation of the Transactions, and make all filings and give any notice, and thereafter make any other submissions either required or reasonably deemed appropriate by each of the Parties, with respect to this Subscription Agreement and the Transactions required under any Laws.
Pre Closing Covenants of the Purchaser. The Purchaser hereby covenants and agrees as set forth in this Article VII.
Pre Closing Covenants of the Purchaser. Purchaser agrees that, between the date of this Agreement and the Clos▇▇▇:
Pre Closing Covenants of the Purchaser. The Purchaser hereby covenants with the Seller as follows:
5.2.1. to cause all necessary steps and corporate proceedings to be taken to effectively and validly carry out the transactions contemplated hereby, including obtaining the approval of its board of directors;
5.2.2. to pay and deliver the Purchase Price to the Seller at or prior to the Closing;
5.2.3. to use its commercially reasonable efforts to enter into a shareholders agreement with the Company and certain other major shareholders of the Company; provided, however, that a failure to execute such shareholders agreement shall not constitute the breach or default of the Purchaser in any event; and
5.2.4. to execute License Agreement 1 with the Seller or the Seller’s designated Affiliate at or prior to the Closing.
Pre Closing Covenants of the Purchaser. The Purchaser shall use its Best Efforts: (a) to cause the filings, notices and Consents identified in Part 5 of the Disclosure Schedule (each, a “Purchaser Required Consent”) to be made, given and obtained in order to consummate the Transactions on a timely basis; and (b) during the Pre-Closing Period, to cause the Purchaser and its Representatives to cooperate with the Sellers and with the Sellers’ Representatives, and prepare and make available such documents and take such other actions as the Sellers may request in good faith, in connection with any filing, notice or the Purchaser Required Consent that the Sellers are required or elects to make, give or obtain.
Pre Closing Covenants of the Purchaser