Conduct of Operations Pending Closing Sample Clauses

Conduct of Operations Pending Closing. Prior to Closing, Seller agrees that Seller shall cause Big Basin Petroleum, LLC to (i) continue to maintain and operate the Property and related assets in the ordinary course of business and consistent with prudent operation and past practice; (ii) maintain any insurance now in force or required by law, or normally carried by a prudent owner or operator with respect to the Property and related assets; (iii) pay or cause to be paid all costs and expenses incurred before the Effective Date in connection with the development, maintenance and operation of the Property and related assets; (iv) insure that all the related assets are maintained in their present working condition; and (v) perform and comply with all of the material terms, provisions and conditions contained in the leases which constitute the Property.
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Conduct of Operations Pending Closing. (a) Between the date of this Agreement and the Closing Date, the Sellers will, and the Stockholder will cause the Sellers to do the following with respect to the Operations and the Purchased Assets, as applicable:
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Conduct of Operations Pending Closing. (a) During the Interim Period, Sellers shall conduct operations in all material respects in the ordinary course (such ordinary course to be determined giving effect to the Specified Matter Remediations); provided that Sellers shall not be in breach of the foregoing provision in respect of any commercially reasonable steps Sellers may take during the Interim Period (i) to reduce any inter-Affiliate payables and inter-Affiliate receivables, (ii) to effect the transfer, prior to the Closing Date, of the Excluded Assets, (iii) to complete any scheduled turnarounds of the Refinery and (iv) to effect the Specified Matter Remediation, including reduction and curtailment of operations and capital spend as a result of the Specified Matter.
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Conduct of Operations Pending Closing. From the date hereof until the Closing Date, except as otherwise permitted or contemplated by this Agreement, each Seller will:
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Conduct of Operations Pending Closing. (a) During the Interim Period, Sellers shall (i) operate the Material Operating Assets in accordance with Ordinary Business Operations (including, for the avoidance of doubt, distributions of cash dividends from EBC and YLHC and the preparation for, and commencement of, any planned turn-arounds disclosed to the Purchaser Entities), (ii) cause EBC and YLHC to operate and maintain their respective businesses in accordance with Ordinary Business Operations, and (iii) maintain the Material Operating Assets, the assets of EBC and YLHC, the YELP Assets and the YPLC Assets, in each case, in accordance with Ordinary Business Operations (including, for the avoidance of doubt, the preparation for, and commencement of, any planned turn-arounds disclosed to the Purchaser Entities); provided that, in each case, Sellers shall not be in breach of the foregoing obligations in respect of any commercially reasonable steps Sellers, EBC, or YLHC may take during the Interim Period to (A) reduce any inter-Affiliate payables or inter-Affiliate receivables or (B) remove the Excluded Assets.
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Related to Conduct of Operations Pending Closing

  • Operations Pending Closing From the date hereof through the Closing Date, Seller agrees as follows:

  • Conduct of Operations The Board of Directors and the General Partner shall use commercially reasonable efforts to conduct the business of the Partnership and its Affiliates in a manner that does not require a holder of Common Units to file a tax return in any jurisdiction with which the holder has no contact other than through ownership of Common Units.

  • Conduct of Business Pending Closing Between the date of this Agreement and the Funding and Consummation Date, the Company will, except as set forth on Schedule 7.2:

  • Conduct of the Business Pending the Closing (a) Except as otherwise expressly contemplated by this Agreement or with the prior written consent of the Purchaser, the Sellers shall, and shall cause the Company to:

  • Conduct of Business Pending the Closing From and after the execution and delivery of this Agreement and until the Closing Date, except as otherwise provided by the prior written consent or approval of the Buyer:

  • Conduct of Business of Parent Except as contemplated by this Agreement, from the date of this Agreement until the Effective Time, Parent will not do, and will not permit any of its subsidiaries to do, any of the following without the prior written consent of the Company (such consent not to be unreasonably withheld or delayed):

  • Conduct of Business by the Company Pending the Closing The Company agrees that, between the date of this Agreement and the Effective Time, except as set forth in Section 6.01 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this Agreement, unless Parent shall otherwise agree in writing, (x) the respective businesses of the Company and the Company Subsidiaries shall be conducted only in, and the Company and the Company Subsidiaries shall not take any action except in, the ordinary course of business consistent with past practice and (y) the Company shall use all reasonable efforts to keep available the services of such of the current officers, significant employees and consultants of the Company and the Company Subsidiaries and to preserve the current relationships of the Company and the Company Subsidiaries with such of the corporate partners, customers, suppliers and other persons with which the Company or any Company Subsidiary has significant business relations in order to preserve substantially intact its business organization. By way of amplification and not limitation, except as set forth in Section 6.01 of the Company Disclosure Schedule or as expressly contemplated by any other provision of this Agreement, neither the Company nor any Company Subsidiary shall, between the date of this Agreement and the Effective Time, directly or indirectly, do, or agree to do, any of the following without the prior written consent of Parent, which consent shall not be unreasonably withheld or delayed:

  • Continuity of Operations (1) Engage in any business activities substantially different than those in which Borrower is presently engaged, (2) cease operations, liquidate, merge, transfer, acquire or consolidate with any other entity, change its name, dissolve or transfer or sell Collateral out of the ordinary course of business, or (3) pay any dividends on Borrower's stock (other than dividends payable in its stock), provided, however that notwithstanding the foregoing, but only so long as no Event of Default has occurred and is continuing or would result from the payment of dividends, if Borrower is a "Subchapter S Corporation" (as defined in the Internal Revenue Code of 1986, as amended), Borrower may pay cash dividends on its stock to its shareholders from time to time in amounts necessary to enable the shareholders to pay income taxes and make estimated income tax payments to satisfy their liabilities under federal and state law which arise solely from their status as Shareholders of a Subchapter S Corporation because of their ownership of shares of Borrower's stock, or purchase or retire any of Borrower's outstanding shares or alter or amend Borrower's capital structure.

  • Conduct of Business Prior to Closing Except as otherwise expressly required or contemplated by this Agreement or applicable Law, or with the prior written consent of the Investor, between the date of this Agreement and the Closing, the Company shall, and the Company shall cause each Company Subsidiary to:

  • Statement of Operations d. Statement of Changes in Net Assets.

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