Common use of Company's Conduct of Business and Operations Clause in Contracts

Company's Conduct of Business and Operations. The Company and the Stockholder shall keep GenuTec advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) keep available the services of present employees, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 2 contracts

Samples: Amended and Restated Agreement and Plan of Merger (GenuTec Business Solutions, Inc.), Amended and Restated Agreement and Plan of Merger (GenuTec Business Solutions, Inc.)

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Company's Conduct of Business and Operations. The Company and the Stockholder shall keep GenuTec the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate its Properties Company Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.76.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will shall use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Interamericas Communications Corp), Stock Purchase Agreement (Interamericas Communications Corp)

Company's Conduct of Business and Operations. The Company and the Stockholder COMPANY shall keep GenuTec the Buyer advised as to all material operations and proposed material operations relating to the CompanyCompany or the Company Assets. The Company shall (a) conduct its business in the ordinary course, (b) use its reasonable efforts to keep available to the Company the services of present employees, (c) maintain and operate its Properties Company Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.76.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will shall use its ITS best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Stock Purchase and Subscription Agreement (Neff Corp)

Company's Conduct of Business and Operations. The Company and the Stockholder Shareholders shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) keep available the services of present employees, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13(a) or (c) in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.75.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Asset Purchase Agreement (Atlantis Plastics Inc)

Company's Conduct of Business and Operations. The Company and the Stockholder shall keep GenuTec the Purchaser advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) endeavor to keep available the services of present employeesemployees and independent registered representatives, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 4.17 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.74.25) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will use its best commercially reasonable efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Spongetech Delivery Systems Inc)

Company's Conduct of Business and Operations. The Company and the Stockholder Shareholders shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary coursecourse consistent with past practices, (b) use commercially reasonable efforts to keep available the services of present employees, (c) maintain and operate its Properties Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use commercially reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.14 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company each Shareholder will use its best commercially reasonable efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Stock Purchase Agreement (Rexall Sundown Inc)

Company's Conduct of Business and Operations. The Company and the Stockholder Shareholders shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) use reasonable efforts to keep available the services of present employees, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.75.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Spectrum Sciences & Software Holdings Corp)

Company's Conduct of Business and Operations. The Company and the Stockholder Sellers shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) use its reasonable commercial efforts to keep available the services of present employees, (c) maintain and operate its Properties assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable commercial efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company Sellers will use its their best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Stock Purchase Agreement (Heico Corp)

Company's Conduct of Business and Operations. The Company and the Stockholder shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) keep available use its best efforts to preserve the services present relationships of present employeesthe Company with persons having significant business relations therewith, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply in all material respects with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.75.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sunglass Hut International Inc)

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Company's Conduct of Business and Operations. The Company and the Stockholder Shareholders shall keep GenuTec 2Connect advised as to all material operations and proposed material operations relating to the CompanyCompany or the Company Assets. The Company shall (a) conduct its business in the ordinary course, (b) use its best efforts to keep available to the Company the services of present employees, (c) maintain and operate its Properties Company Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Company Contracts listed or required to be listed on Schedule 4.13 3.12 in full force and effect, (f) comply with all of the covenants contained in all such material Company Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.76.06) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will Shareholders shall use its their best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Employment Agreement (2connect Express Inc)

Company's Conduct of Business and Operations. The Company and the Stockholder Members shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) keep available the services of present employees, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13(a) in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.75.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will use its best efforts to preserve the present relationships of the Company with persons Persons having significant business relations therewith.

Appears in 1 contract

Samples: Asset Purchase Agreement (Smith & Wesson Holding Corp)

Company's Conduct of Business and Operations. The Company and the Stockholder Seller shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) use its best efforts to keep available the services of present employees, (c) maintain and operate its Properties Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.75.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company Seller will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Asset Purchase Agreement (Heico Corp)

Company's Conduct of Business and Operations. The Company and the Stockholder Shareholders shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) keep available the services of present employees, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.75.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Asset Purchase Agreement (Armitec Inc)

Company's Conduct of Business and Operations. The Company and the Stockholder shall keep GenuTec Buyer advised as to all material operations and proposed material operations relating to the Company. The Company shall (a) conduct its business in the ordinary course, (b) use all reasonable efforts to keep available the services of present employees, (c) maintain and operate its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith with the maintenance and operation of its Properties in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 4.13 3.13 in full force and effect, (f) comply in all material respects with all of the covenants contained in all such material ContractsContracts listed or required to be listed on Schedule 3.13, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 4.75.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except , and (i) except as otherwise contemplated in this Agreement, the Company will use its best all reasonable efforts to preserve the present relationships of the Company with persons having significant business relations therewith.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Smartdisk Corp)

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