Post-Merger Covenants Clause Samples

Post-Merger Covenants. 8.1 Post-Merger Covenants of Parent. Parent covenants to Shareholders until October 1, 2003, as follows:
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Post-Merger Covenants. The Parties agree as follows with respect to the period following the Effective Time:
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Post-Merger Covenants. Notwithstanding anything to the contrary herein or in the Amended Credit Agreement within thirty (30) days after the effective date of the ▇▇▇▇▇▇ ▇▇▇▇▇▇ (or such later date as agreed to by the Administrative Agent in its reasonable discretion): (a) IDC shall have entered into a Control Agreement with respect to all securities accounts containing Atlantic Pledged Stock in form and substance satisfactory to the Administrative Agent; and (b) the Administrative Agent shall have received an executed employment agreements for ▇▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇▇ in form and substance satisfactory to the Administrative Agent; provided that such employments shall each provide for a term that extends to at least the three (3) year anniversary of the Fifth Amendment Effective Date and include customary restrictive covenants including, without limitation, non-compete and non-solicitation provisions. [Remainder of page intentionally blank; signatures begin next page]
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Post-Merger Covenants. Promptly following the consummation of the ComSource Merger, the Company shall deliver to the Bank (a) a filed copy of the Certificate of Merger and/or Articles of Merger evidencing the completion of the ComSource Merger, (b) the Assumption and Acknowledgment, substantially in the form attached as Exhibit 4, duly executed by an Executive Officer of ComSource, (c) a Secretary’s Certificate from ComSource, in form and substance reasonably satisfactory to the Bank, along with (i) a certified copy of the Certificate of Incorporation and By-laws of ComSource, (ii) resolutions authorizing ComSource to guaranty the Obligations of the Company and enter into the transactions proposed herein and (iii) a Good Standing Certificate, and (d) such other documents, instruments and agreements that the Bank shall reasonably require.
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Post-Merger Covenants. Notwithstanding anything to the contrary herein or in the Amended Credit Agreement within thirty (30) days after the effective date of the ▇▇▇▇▇▇ ▇▇▇▇▇▇ (or such later date as agreed to by the Agent in its reasonable discretion): (a) IDC shall have entered into Control Agreements with respect to all securities accounts containing Atlantic Pledged Stock in form and substance satisfactory to the Agent; and (b) the Agent shall have received executed employment agreements for each of ▇▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇▇ in form and substance satisfactory to the Agent, provided that such employments shall each provide for a term that extends to at least the three (3) year anniversary of the Sixth Amendment Effective Date and include customary restrictive covenants including, without limitation, non-compete and non-solicitation provisions.
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Post-Merger Covenants 
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Related to Post-Merger Covenants

  • SURVIVING COVENANTS The parties agree that the covenants contained in ▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇▇ 12.2 and Section 13 of this Agreement shall survive the expiration or termination of this Agreement.

  • PRE-CLOSING COVENANTS The Parties agree as follows with respect to the period between the execution of this Agreement and the Closing.

  • Seller Covenants Seller covenants and agrees as follows:

  • The Merger Closing (a) As soon as reasonably practicable on the Closing Date, the Company and Merger Subsidiary shall execute and file articles of merger with the Department of Financial Institutions of the State of Wisconsin and make all other filings or recordings required by the WBCL to be made in connection with the Merger. The Merger shall become effective at such time as the articles of merger are duly filed with the Department of Financial Institutions of the State of Wisconsin or, if agreed to by the Company and Parent, at such later time as is specified in the articles of merger (the "Effective Time"). (b) Upon the terms and subject to the conditions set forth herein, at the Effective Time, Merger Subsidiary shall be merged with and into the Company in accordance with the requirements of the WBCL, whereupon the separate existence of Merger Subsidiary shall cease. The Company shall be the surviving corporation in the Merger (the "Surviving Corporation"). (c) The Merger will have the effects set forth in the WBCL, including the effects set forth in Section 180.1106 of the WBCL. Without limiting the generality of the foregoing, and subject thereto, from and after the Effective Time, the Surviving Corporation shall possess all the rights, privileges, immunities, powers and purposes and shall assume and be liable for all the liabilities, obligations and penalties of the Company and Merger Subsidiary. (d) The closing of the transactions contemplated hereby (the "Closing") shall take place at the offices of Skadden, Arps, Slate, ▇▇▇▇▇▇▇ & ▇▇▇▇ LLP, Four Times Square, New York, New York 10036-6522, at 10:00 a.m. local time, as soon as reasonably practicable, but in any event within two (2) Business Days after the satisfaction or, to the extent permitted hereby, waiver of all of the conditions to the Merger, other than those conditions that by their nature are to be fulfilled at Closing, but subject to the satisfaction or waiver of such conditions, unless this Agreement has been heretofore terminated pursuant to its terms or another time or date is agreed to in writing by the parties hereto (the actual time and date of the Closing being referred to herein as the "Closing Date").

  • The Merger Closing Effective Time 1.1. The Merger 1 1.2. Closing 2 1.3. Effective Time 2