CERTAIN MATTERS PENDING THE CLOSING Clause Samples

CERTAIN MATTERS PENDING THE CLOSING. Seller and Buyer covenant and agree that from and after the date of this Agreement and until the Closing Date:

CERTAIN MATTERS PENDING THE CLOSING. Section 5.1. Carry on in Regular Course.

CERTAIN MATTERS PENDING THE CLOSING. From and after the date of this Agreement and until the Closing (unless otherwise provided herein) Sellers shall comply with each of the following provisions:

CERTAIN MATTERS PENDING THE CLOSING. 5.1 Carry on in Regular Course. From the date of this Agreement until the Closing Date, Clissold shall cause the Company and the Subsidiary to operate only in the Ordinary Course of Business except insofar as is contemplated by this Agreement.

CERTAIN MATTERS PENDING THE CLOSING. From and after the date of this Agreement and until the Closing (unless otherwise provided herein) PFSI shall comply with each of the following provisions:

CERTAIN MATTERS PENDING THE CLOSING. From and after the date of this Agreement and until the Closing, 3MC and Galaxy, as applicable, shall comply with the following provisions:

CERTAIN MATTERS PENDING THE CLOSING. From and after the date of this Agreement and until the Closing Date or the termination of this Agreement pursuant to Section 13.1, except as otherwise disclosed in the Disclosure Schedule:

CERTAIN MATTERS PENDING THE CLOSING. 7.1 Carry on in Regular Course.................................................................... 21 7.2 Indebtedness.................................................................................. 21 7.3 Compensation ..................................................................................21 7.4 Dividends..................................................................................... 22 7.5

CERTAIN MATTERS PENDING THE CLOSING. The Shareholder, the Company, the Buyer and the Sub each covenants with the others as follows for the period from the date hereof through the Closing Date: 7.1 Maintenance of the Company and the Business Prior to Closing. The Shareholder shall use his best efforts to continue to carry on the Business in the ordinary course and in accordance with past practice, and will not take any action inconsistent therewith or with the consummation of the Closing. Without limiting the generality of the foregoing, the Shareholder shall, absent the written consent of the Buyer, which consent shall not be unreasonably withheld, (a) maintain the Assets in substantially their current state of repair, excepting normal wear and tear; (b) use all reasonable efforts to preserve intact the relationships with all Persons having business dealings with the Shareholder related to the Business; (c) not enter into or agree to enter into any material purchase commitment for Fixtures and Equipment or supplies, except in the ordinary course of business; (d) not authorize, declare, pay or effect any dividend in respect of the Company's capital stock; (e) not enter into or agree to enter into any material contract without amending Schedule 1.11 and providing the Buyer with a copy of the revised Schedule 1.11 within seven days after entering into such a contract; (f) not amend or agree to amend the Company's Articles of Incorporation or Bylaws or merge with or consolidate into any other entity; (g) not sell, pledge or acquire or agree to sell, pledge or acquire any shares of capital stock or other securities of the Company; (h) not grant or enter into any options, warrants, calls or commitments of any kind with respect to the Company's capital stock; (i) not make or agree to make any single capital expenditure or commitment in excess of $20,000 nor aggregate capital expenditure or commitment in excess of $50,000; and 6) not borrow or agree to