Conduct of Business; Interim Operations. Pending the Closing of this Agreement and the transactions contemplated thereby, Xxxxxxxx shall use their best efforts to conduct the business of Consolidated in a reasonable and prudent manner in accordance with its past practices, to preserve its existing business organizations and relationships with its employees, customers, clients and others with whom it has a business relationship, to preserve and protect its properties, and to conduct its business in compliance with applicable laws and regulations. Without the prior written consent of Resourcing, Consolidated shall not:
Conduct of Business; Interim Operations. Pending the Closing of this Agreement and the transactions contemplated thereby, Xxxxxxxx shall use their best efforts to conduct the business of World Wide in a reasonable and prudent manner in accordance with its past practices, to preserve its existing business organizations and relationships with its employees, customers, clients and others with whom it has a business relationship, to preserve and protect its properties, and to conduct its business in compliance with applicable laws and regulations. Without the prior written consent of TRSG, World Wide shall not:
Conduct of Business; Interim Operations. The Company covenants that, after execution of the Agreement, but before the Closing Date, the Company will use its best efforts to conduct its business and operations in a reasonable and professional manner and in accordance with past practices, to preserve its existing business organization and its relationships with its employees and other third parties, to preserve and protect its assets, and to conduct its business in compliance with all applicable laws and regulations. Prior to the Closing Date, the Company will promptly inform Purchaser of any material developments or transactions involving the Company that arise after the date the parties execute this Agreement through the Closing Date.
Conduct of Business; Interim Operations. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement or the Effective Time of the Merger, CAG agrees, subject to the limitations described in Section 6.1(r) below, to carry on its business in the usual, regular and ordinary course in substantially the same manner as previously conducted, to pay its debts and taxes when due, subject to good faith disputes over such debts or taxes, to pay or perform its other obligations when due, and, to the extent consistent with such business, to use all commercially reasonable efforts consistent with past practices and policies to (i) preserve intact its present business organization, (ii) keep available the services of its present officers and key employees, and (iii) preserve its relationships with customers, suppliers, distributors, licensors, licensees and others having business dealings with it. CAG shall promptly notify Zhone of any event or occurrence where such event or occurrence would result in a breach of any covenant of CAG set forth in this Agreement or cause any representation or warranty of CAG set forth in this Agreement to be untrue as of the date of, or giving effect to, such event or occurrence. Except as expressly contemplated by this Agreement, CAG shall not, without the prior written consent of Zhone:
Conduct of Business; Interim Operations. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement, Corporation agrees, subject to the limitations described in Section 5.1(r) below, to carry on its business in the usual, regular and ordinary course in substantially the same manner as previously conducted, to pay its debts and taxes when due, subject to good faith disputes over such debts or taxes, to pay or perform its other obligations when due, and, to the extent consistent with such business, to use all commercially reasonable efforts consistent with past practices and policies to (i) preserve intact its present business organization, (ii) keep available the services of its present officers and key employees, and (iii) preserve its relationships with customers, suppliers, distributors, licensors, licensees and others having business dealings with it. Corporation shall promptly notify Pathways of any event or occurrence where such event or occurrence would result in a breach of any covenant of Corporation set forth in this Agreement or cause any representation or warranty of Corporation set forth in this Agreement to be untrue as of the date of, or giving effect to, such event or occurrence. Except as expressly contemplated by this Agreement, Corporation shall not, without the prior written consent of Pathways:
Conduct of Business; Interim Operations. Except as expressly contemplated by this Combination Agreement, the Parties acknowledge and agree that Axalto and Gemplus shall, and shall cause their respective Subsidiaries to, use their commercially reasonable efforts to conduct their respective businesses and operations in all material respects in the ordinary and usual course of business consistent with their past practice, it being understood that, from the date of execution of this Combination Agreement until the date of Completion of the Contribution in Kind, neither Axalto nor Gemplus shall, nor shall either permit any of its Subsidiaries to (without the prior consent of the other Party, with such consent not being unreasonably withheld or delayed):
Conduct of Business; Interim Operations. As long as this letter remains in effect, Seller will use its best efforts to conduct its business in a reasonable and prudent manner in accordance with past practices, to preserve its existing business organizations and relationships with its employees, customers, suppliers, and others with whom it has a business relationship, to preserve and protect its properties, avoid any and all liens, and to conduct its business in compliance with all applicable laws and regulations.
Conduct of Business; Interim Operations. Until the First Closing or termination of this Agreement, Sellers will conduct the business of CIBO in a reasonable and prudent manner in accordance with past practices, preserve its existing business organization and relationships with its employees, customers, suppliers and others with whom it has a business relationship, preserve and protect its assets, and conduct the business in compliance with all applicable laws and regulations.
Conduct of Business; Interim Operations. Pending the Closing of this Agreement and the transactions contemplated thereby, Peterson shall use her best efforts to conduct the business of Unitex xx x xeasonable and prudent manner in accordance with its past practices, to preserve its existing business organizations and relationships with its employees, customers, clients and others with whom it has a business relationship, to preserve and protect its properties, and to conduct its business in compliance with applicable laws and regulations. Without the prior written consent of Pacel, United shall not:
Conduct of Business; Interim Operations. As long as this Memorandum remains in effect, Synergetics will use its best efforts to conduct its business in a reasonable and prudent manner in accordance with past practices, to preserve its existing business organizations and relationships with its employees, customers, suppliers, and others with whom it has business relationships.
