Covenants Pending Closing. Pending the Initial Closing, the Company will conduct its business in the ordinary course, and will not, without the Investors' prior written consent, such consent not 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. 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
Sources: Securities Purchase Agreement (Allos Therapeutics Inc), Securities Purchase Agreement (Warburg Pincus Private Equity Viii L P)
Covenants Pending Closing. Pending the Initial Closing, the Company will conduct and will cause its business Subsidiary to conduct their respective businesses in the ordinary course, and will not, and will not permit its Subsidiary to, without the Investors' prior written consent, such consent not 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. Pending the Initial Closing, the 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
Sources: Securities Purchase Agreement (Neurogen Corp), Securities Purchase Agreement (Warburg Pincus Private Equity Viii L P)
Covenants Pending Closing. Pending Between the Initial Closingdate hereof and the Closing Date, the Company will conduct its business in the ordinary course, and will not, without the Investors' Investor’s prior written consent, such consent not 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. Pending the Initial Closing, the Company will promptly advise the Investors Investor 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. The Company and the Investor shall each use its reasonable efforts to fulfill or obtain the fulfillment of the conditions to the Closing as promptly as practicable.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Warburg Pincus Private Equity IX, L.P.), Securities Purchase Agreement (Inspire Pharmaceuticals Inc)
Covenants Pending Closing. Pending the Initial Closing, the Company will conduct its business in the ordinary course, and will not, without the Investors' ’ prior written consent, such consent not 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. 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 1 contract
Sources: Securities Purchase Agreement (Allos Therapeutics Inc)