RESTRICTIONS ON THE VENDOR. (A) The Vendor undertakes, subject to SUB-CLAUSE (B), that it shall not, and shall procure that each other member of the Vendor's Group shall not for as long as it remains such a member, do any of the following things:
RESTRICTIONS ON THE VENDOR. Without prejudice to the generality of Clause 5.1, between the date of this Agreement and Completion, the Vendor shall use its reasonable endeavours to procure that each Group Company shall not:
RESTRICTIONS ON THE VENDOR. 18 8. TERMINATION.............................................................20 9. VENDOR'S REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS...................21 10. COMPANY'S REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS..................23 11.
RESTRICTIONS ON THE VENDOR. In further consideration of the Purchaser entering into this Agreement, the Vendor covenants with and undertakes to the Purchaser that it will not (and will procure that no member of the Telefonica Group will) without the prior written consent of the Purchaser:
RESTRICTIONS ON THE VENDOR. Pending Completion, the Vendor:
RESTRICTIONS ON THE VENDOR. 5.1 In consideration of the Purchaser agreeing to acquire the Sale Shares on the terms set out herein, the Vendor irrevocably and unconditionally acknowledges and covenants that:
RESTRICTIONS ON THE VENDOR. 12.1 Subject to Clause 12.2, the Vendor covenants with the Purchaser that (save with the prior written consent of the Purchaser) it will, and shall procure that each member of the Continuing Vendor Group will, (whether directly or indirectly):
RESTRICTIONS ON THE VENDOR. 13.1 The Vendor undertakes to the Purchaser and each Group Company that employs a Specified Employee from time to time that it shall not and shall procure that no member of the Vendor Group whose business interests are the same or materially similar to the business conducted by the Group Companies as at the Completion Date shall at any time during the period of 18 months beginning with the Completion Date, offer employment to, enter into a contract for the services of, or attempt to entice away from any of the Group Companies, any Specified Employee who is not a Former Employee (except a person who responds, without any form of approach or solicitation by or on behalf of any member of the Vendor Group, to a general public advertisement made in the ordinary course of business) or procure or facilitate the making of any such attempt by any other person.
RESTRICTIONS ON THE VENDOR. 7.1 The Vendor hereby undertakes with the Purchaser (with the intent that the obligations set out hereunder shall continue to have full force and effect notwithstanding Completion) that except with the consent in writing of the Purchaser:
RESTRICTIONS ON THE VENDOR. Without prejudice to the generality of clause 5.1, the Vendor shall consult with the Purchaser in relation to all material matters concerning the running of the Company between the date of this Agreement and Completion, and the Vendor will permit the Purchaser to consult the Personnel on all matters concerning the operation of the Company between the date of this Agreement and the Completion Date, other than on those matters specifically excluded from clause 5.1.4, will arrange weekly meetings between the Company and the agents of the Purchaser to discuss the business of the Company and its integration into the Purchaser's Associates; and during that period shall procure that the Company shall not without the prior written consent of the Purchaser such consent not to be unreasonably withheld or delayed:
