Common use of Conduct of Business by the Company Pending the Merger Clause in Contracts

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time, except as set forth in Section 5.01 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this Agreement, unless Parent shall otherwise consent in writing (which consent shall not be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Commonwealth Industries Inc/De/), Agreement and Plan of Merger (Imco Recycling Inc)

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Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time, except as required by applicable Law or as set forth in Section 5.01 of the Company Disclosure Schedule or as expressly contemplated provided by any other provision of this Agreement, unless Parent shall otherwise provide its prior written consent in writing (which consent shall not be unreasonably withheld withheld, conditioned or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (AutoNavi Holdings LTD), Agreement and Plan of Merger (Alibaba Group Holding LTD)

Conduct of Business by the Company Pending the Merger. (a) The Company covenants and agrees that, between from the date of this Agreement and hereof until the Effective Time, except as set forth in Section 5.01 on Schedule 6.1 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this AgreementLetter, unless Parent shall otherwise consent in writing (which consent shall not be unreasonably withheld withheld) in writing (including electronic mail) or delayed):except as expressly permitted or required pursuant to this Agreement:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Baker Hughes Inc), Agreement and Plan of Merger (Halliburton Co)

Conduct of Business by the Company Pending the Merger. (a) The Company covenants and agrees that, between the date of this Agreement and the earlier of the Effective TimeTime and termination of this Agreement, except as set forth in Section 5.01 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this Agreement, unless Parent shall otherwise consent in writing (writing, which consent shall not be unreasonably withheld withheld, conditioned or delayed)::

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Stewart Enterprises Inc), Agreement and Plan of Merger (Service Corporation International)

Conduct of Business by the Company Pending the Merger. (a) a. The Company covenants and agrees that, between the date of this Agreement and the Effective Time, except as set forth in Section 5.01 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this Agreement, unless Parent shall otherwise provide prior consent in writing (writing, which consent may not be unreasonably withheld, conditioned or delayed, provided, however, that the Company shall not be unreasonably withheld or delayedrequired to obtain consent if doing so may violate antitrust Law (provided that the Company provides notice of such belief to Parent promptly):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Epocrates Inc), Agreement and Plan of Merger (Athenahealth Inc)

Conduct of Business by the Company Pending the Merger. (a) The Company covenants and agrees that, between the date of this Agreement and prior to the Effective Time, except (i) as set forth in Section 5.01 5.1 of the Company Disclosure Schedule or as expressly contemplated by any other provision Letter, (ii) with the prior written approval of this Agreement, unless Parent shall otherwise consent in writing (which consent shall approval will not be unreasonably withheld withheld, delayed or delayed):conditioned), (iii) as required by Law or (iv) as expressly required by this Agreement:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Martek Biosciences Corp)

Conduct of Business by the Company Pending the Merger. (a) The Company covenants and agrees that, between during the period from the date of this Agreement until the earlier of the Offer Acceptance Time and the Effective Timetermination of this Agreement pursuant to Article 8 (the “Pre-Closing Period”), except (i) with the written consent of Parent (which consent will not be unreasonably withheld, conditioned or delayed),(ii) as expressly permitted or required pursuant to this Agreement or as required by applicable Law, or (iii) as set forth in Section 5.01 Schedule 5.1 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this Agreement, unless Parent shall otherwise consent in writing (which consent shall not be unreasonably withheld or delayed):Letter:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tubemogul Inc)

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Conduct of Business by the Company Pending the Merger. (a) The Company covenants and agrees that, between the date of this Agreement and prior to the Effective Time, except (i) as set forth in Section 5.01 5.1 of the Company Disclosure Schedule Letter, (ii) with the prior written approval of Parent (which approval will not be unreasonably withheld, conditioned or delayed), (iii) as required by Law or (iv) as expressly required or expressly contemplated by any other provision of this Agreement, unless Parent shall otherwise consent in writing (which consent shall not be unreasonably withheld or delayed)::

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kensey Nash Corp)

Conduct of Business by the Company Pending the Merger. (a) The Company agrees that, between the date of this Agreement and the Effective Time, except as set forth in Section 5.01 of the Company Disclosure Schedule or Schedule, as expressly contemplated by any other provision of this AgreementAgreement or as required by applicable Law, unless Parent shall otherwise consent in writing (which writing, such consent shall not to be unreasonably conditioned, withheld or delayed)::

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lj International Inc)

Conduct of Business by the Company Pending the Merger. (a) The Company covenants and agrees that, between during the period from the date of this Agreement and until the Effective Time, except as set forth in Section 5.01 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this Agreement, unless Parent shall otherwise consent in writing (which consent shall not be unreasonably withheld writing, except as expressly permitted or delayed):required pursuant to this Agreement or except as set forth in Schedule 6.1:

Appears in 1 contract

Samples: Agreement and Plan of Merger (SGX Pharmaceuticals, Inc.)

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