Common use of Conduct of Business Relating to the Purchased Assets Clause in Contracts

Conduct of Business Relating to the Purchased Assets. (a) Except as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers (i) will operate the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers or their Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the Purchased Assets, and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with it, (iii) shall maintain the insurance coverage described in Section 4.4, (iv) shall comply with all applicable laws relating to the Purchased Assets, including without limitation, all Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance in accordance with Sellers' plans referred to in Section 2.1(k). Without limiting the generality of the foregoing, and, except as contemplated in this Agreement or as described in Schedule 6.1, or as required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers shall not with respect to the Purchased Assets:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Pennsylvania Electric Co), Asset Purchase Agreement (Energy East Corp)

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Conduct of Business Relating to the Purchased Assets. (a) Except as required by law, any Governmental Authority or the Management Agreement, or as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers Seller (i) will shall operate the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers or their Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the Purchased Assets, Assets and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with itSeller with respect to the Purchased Assets, (iii) shall maintain the insurance coverage described in Section 4.44.9 or other insurance reasonably equivalent thereto, (iv) shall comply in all material respects with all applicable laws laws, rules and regulations relating to the Purchased Assets, including including, without limitation, all Nuclear Laws and Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance implement in accordance with Sellers' plans referred to Good Utility Practices and in Section 2.1(k)conformity with all applicable legal requirements Seller's Y2K Plan. Without limiting the generality of the foregoing, and, except as contemplated in this Agreement or the Management Agreement, or as described in Schedule 6.1, or as required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers shall Seller will not with respect to the Purchased Assets:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Illinova Corp), Asset Purchase Agreement (Illinois Power Co)

Conduct of Business Relating to the Purchased Assets. (a) Except as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers each Seller (i) will operate the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers such Seller or their its Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the such Purchased Assets, and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with it, (iii) shall maintain the insurance coverage described in Section 4.4, (iv) shall comply with all applicable laws relating to the Purchased Assets, including without limitation, all Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' such Seller's program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance in accordance with Sellers' such Seller's plans referred to in Section 2.1(k). Without limiting the generality of the foregoing, and, except as (x) contemplated in this Agreement or as Agreement, (y) described in Schedule 6.1, or as (z) required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers such Seller shall not with respect to the Purchased Assets:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pennsylvania Electric Co)

Conduct of Business Relating to the Purchased Assets. (a) Except as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers Seller (i) will operate (or cause York Haven to operate) the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers Seller, York Haven or their its Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the such Purchased Assets, and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with it, (iii) shall maintain the insurance coverage described in Section 4.4, (iv) shall comply with all applicable laws relating to the Purchased Assets, including without limitation, all Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' Seller's program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance in accordance with Sellers' Seller's plans referred to in Section 2.1(k). Without limiting the generality of the foregoing, and, except as (x) contemplated in this Agreement or as Agreement, (y) described in Schedule 6.1, or as (z) required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers Seller shall not with respect to the Purchased Assets:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pennsylvania Electric Co)

Conduct of Business Relating to the Purchased Assets. (a) Except as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers Seller (i) will operate the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers Seller, or their its Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the such Purchased Assets, and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with it, (iii) shall maintain the insurance coverage described in Section 4.4, (iv) shall comply with all applicable laws relating to the Purchased Assets, including without limitation, all Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' Seller's program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance in accordance with Sellers' Seller's plans referred to in Section 2.1(k). Without limiting the generality of the foregoing, and, except as (x) contemplated in this Agreement or as Agreement, (y) described in Schedule 6.1, or as (z) required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers Seller shall not with respect to the Purchased Assets:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pennsylvania Electric Co)

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Conduct of Business Relating to the Purchased Assets. (a) Except as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers Seller (i) will operate the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers Seller or their its Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the such Purchased Assets, and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with it, (iii) shall maintain the insurance coverage described in Section 4.4, (iv) shall comply with all applicable laws relating to the Purchased Assets, including without limitation, all Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' Seller's program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance in accordance with Sellers' Seller's plans referred to in Section 2.1(k). Without limiting the generality of the foregoing, and, except as (x) contemplated in this Agreement or as Agreement, (y) described in Schedule 6.1, or as (z) required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers Seller shall not with respect to the Purchased Assets:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pennsylvania Electric Co)

Conduct of Business Relating to the Purchased Assets. (a) Except as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers (i) will operate the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers or their Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the such Purchased Assets, and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with itthem, (iii) shall maintain the insurance coverage described in Section 4.4, (iv) shall comply in all material respects with all applicable laws relating to the Purchased Assets, including without limitation, all Nuclear Laws and Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance Qualification in accordance with Sellers' plans referred to in Section 2.1(k). Without limiting the generality of the foregoing, and, except as (x) contemplated in this Agreement or as Agreement, (y) described in Schedule 6.1, or as (z) required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers shall not with respect to the Purchased Assets:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pennsylvania Electric Co)

Conduct of Business Relating to the Purchased Assets. (a) Except ---------------------------------------------------- as described in Schedule 6.1 or as expressly contemplated by this Agreement or to the extent Buyer otherwise consents in writing, during the period from the date of this Agreement to the Closing Date, Sellers (i) will operate the Purchased Assets in the ordinary course of business consistent with the past practices of Sellers or their Affiliates or with Good Utility Practices, (ii) shall use all Commercially Reasonable Efforts to preserve intact the Purchased Assets, and endeavor to preserve the goodwill and relationships with customers, suppliers and others having business dealings with it, (iii) shall maintain the insurance coverage described in Section 4.4, (iv) shall comply with all applicable laws relating to the Purchased Assets, including without limitation, all Environmental Laws, except where the failure to so comply would not result in a Material Adverse Effect, and (v) shall continue with Sellers' program, or (at Buyer's expense) as Buyer may direct, to install such equipment or software with respect to Year 2000 Compliance in accordance with Sellers' plans referred to in Section 2.1(k). Without limiting the generality of the foregoing, and, except as contemplated in this Agreement or as described in Schedule 6.1, or as required under applicable law or by any Governmental Authority, prior to the Closing Date, without the prior written consent of Buyer, Sellers shall not with respect to the Purchased Assets:

Appears in 1 contract

Samples: Asset Purchase Agreement (Edison Mission Energy)

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