Common use of Covenants Pending Closing Clause in Contracts

Covenants Pending Closing. Pending the Closings, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the prior written consent of the Majority Holders, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Company will promptly advise the Investors of any action or event of which it becomes aware which has the effect of making incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Warburg Pincus Ventures Lp), Securities Purchase Agreement (Coventry Corp)

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Covenants Pending Closing. Pending the Closings, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the Investors’ prior written consent of the Majority Holdersconsent, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Company will promptly advise the Investors of any action or event of which it becomes aware which has the effect of making incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

Appears in 2 contracts

Samples: Note Purchase Agreement (Micro Therapeutics Inc), Note Purchase Agreement (Micro Therapeutics Inc)

Covenants Pending Closing. Pending the ClosingsInitial Closing, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses business in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the Investors' prior written consent, such consent of the Majority Holdersnot to be unreasonably withheld, delayed or conditioned, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Pending the Initial Closing, the Company will promptly advise the Investors of any action or event of which it becomes aware which has the effect of making materially incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Allos Therapeutics Inc), Securities Purchase Agreement (Warburg Pincus Private Equity Viii L P)

Covenants Pending Closing. Pending the Closingseither Closing, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the Investor's prior written consent of the Majority Holdersconsent, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Company will promptly advise the Investors Investor of any action or event of which it becomes aware which has the effect of making incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Micro Investment LLC), Securities Purchase Agreement (Micro Therapeutics Inc)

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Covenants Pending Closing. Pending the Closings, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the Investors' prior written consent of the Majority Holdersconsent, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Company will promptly advise the Investors of any action or event of which it becomes aware which has the effect of making incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

Appears in 2 contracts

Samples: Note Purchase Agreement (Micro Investment LLC), Note Purchase Agreement (Micro Investment LLC)

Covenants Pending Closing. Pending the ClosingsClosing, the Company will conduct and will cause its Subsidiaries to conduct their respective businesses in the ordinary course, and will not, and will not permit any of its Subsidiaries to, without the prior written consent of the Majority Holders, take any action which would result in any of the representations or warranties contained in this Agreement not being true at and as of the time immediately after such action, or in any of the covenants contained in this Agreement becoming incapable of performance. The Company will promptly advise the Investors of any action or event of which it becomes aware which has the effect of making incorrect any of such representations or warranties or which has the effect of rendering any of such covenants incapable of performance.

Appears in 1 contract

Samples: Securities Purchase Agreement (Coventry Corp)

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