ACTIONS PENDING CONSUMMATION Clause Samples
The "Actions Pending Consummation" clause defines the obligations and restrictions that apply to the parties during the period between signing an agreement and the final closing or consummation of the transaction. Typically, this clause outlines what actions each party must or must not take, such as maintaining business operations in the ordinary course, refraining from significant changes, or seeking necessary approvals. Its core function is to preserve the value and status of the subject matter of the agreement, ensuring that no material changes occur that could affect the transaction before it is finalized.
ACTIONS PENDING CONSUMMATION. Unless otherwise agreed to in writing by Frontier or Frontier Bank, NorthStar and NorthStar Bank shall each conduct its and each of its Subsidiaries' business in the ordinary and usual course consistent with past practice and shall use its best efforts to maintain and preserve its and each of its Subsidiaries' business organization, employees and advantageous business relationships and retain the services of its and each of its Subsidiaries' officers and key employees identified by Frontier Bank, and neither NorthStar nor NorthStar Bank, without the prior written consent of Frontier, will (or cause or allow any of it Subsidiaries to):
ACTIONS PENDING CONSUMMATION. Unless otherwise agreed to in writing by InterWest, each of the Company and Kittitas Bank shall conduct its and each of its Subsidiaries' business in the ordinary and usual course consistent with past practice and shall use its best efforts to maintain and preserve its and each of its Subsidiaries' business organization, employees and advantageous business relationships and retain the services of its and each of its Subsidiaries' officers and key employees identified by InterWest, and neither the Company nor Kittitas Bank, without the prior written consent of InterWest, will (or cause or allow any of its Subsidiaries to):
ACTIONS PENDING CONSUMMATION. Unless otherwise agreed to in writing by NEWCO, each of the Company and the Bank shall conduct its business in the ordinary and usual course consistent with past practice and shall use its best efforts to maintain and preserve its business organization, employees and advantageous business relationships and retain the services of its officers and key employees identified by NEWCO, and neither the Company nor the Bank, without the prior written consent of NEWCO, will (or cause or allow any of its Subsidiaries to):
ACTIONS PENDING CONSUMMATION. The Company shall conduct its business and cause each Company Subsidiary to conduct its business in the ordinary and usual course consistent with past practice and shall use its reasonable best efforts to maintain and preserve in all material respects its and each of such subsidiaries' business organization, key employees and advantageous business relationships, and, without limitation of the foregoing, without the prior written consent of First Union, which consent shall not be unreasonably withheld or delayed, the Company will not, and will cause each of the Company Subsidiaries not to, agree or commit to:
ACTIONS PENDING CONSUMMATION. Forbearances of the Company 10 (A) Ordinary Course 10 (B) Capital Stock 11 (C) Dividends or Distributions 11 (D) Compensation; Employment Agreements; Related Matters 11 (E) Benefit Plans 11 (F) Dispositions 11 (G) Acquisitions 11 (H) Authorizations, Permits 11 (I) Governing Documents 12 (J) Contracts 12 (K) Claims 12 (L) Current Budget and Plans 12 (M) Indebtedness; Liens 12 (N) Off-Balance Sheet Financings 12 (O) Adverse Actions 12 (P) Violative Actions 12 3.02 Forbearances of Purchaser and Acquisition Sub 12
ACTIONS PENDING CONSUMMATION. 9 3.1. CAPITAL STOCK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
ACTIONS PENDING CONSUMMATION. Unless otherwise agreed to in writing by InterWest, the Company shall conduct its and each of its Subsidiaries' business in the ordinary and usual course consistent with past practice, and shall use its best efforts to maintain and preserve its and each of its Subsidiaries' business organization, employees and advantageous business relationships and retain the services of its and each of its Subsidiaries' officers. Without the prior written consent of InterWest, the Company will not (and will not cause or allow any of its Subsidiaries to):
ACTIONS PENDING CONSUMMATION. 13 3.1. CAPITAL STOCK.................................................... 13 3.2.
ACTIONS PENDING CONSUMMATION. ACTIONS PENDING CONSUMMATION Without the prior written consent of the Company, each of Community and the Bank shall conduct its and each of the Community Subsidiaries' (as hereinafter defined) business in the ordinary and usual course consistent with past practice and shall use its best efforts to maintain and preserve its and each of the Community Subsidiaries' business organization, employees, and advantageous business relationships and retain the services of its and each of the Community Subsidiaries' officers and key employees, and each of Community and the Bank will not, and will cause each of the Community Subsidiaries not to, agree to: 2.01
ACTIONS PENDING CONSUMMATION. Unless CBI otherwise agrees in writing, CFG and all of CFG's Subsidiaries shall conduct their respective business in the ordinary and usual course consistent with past practice and shall use its best efforts to maintain and preserve its, and as to CFG each of its Subsidiaries', business organization, employees and advantageous business relationships and retain the services of its, and as to CFG each of its Subsidiaries', officers and key employees identified by CBI, and neither CFG nor CB, without the prior written consent of CBI, will (or cause or allow any of it Subsidiaries to):