Conduct of Parties. 20.3.1 Each Party (i) warrants that such Party and its Affiliates and their respective directors, officers, employees, personnel, representatives, and agents have not made, offered, promised or authorised, and (ii) covenants that such Party and its Affiliates and their respective directors, officers, employees, personnel, representatives, and agents will not make, offer, promise or authorise, any fee, commission, rebate, payment, gift, promise, entertainment, anything of value or other advantage (including doing business with any company knowing the results might directly benefit an employee of the other Party), whether directly or through any other person or entity, to or for the use or benefit of any public or government official, any political party, political party official, or candidate for office, or any other individual or entity, where such offer, payment, gift, promise, entertainment or advantage would violate the Anti-Corruption Laws applicable to such Party.
Conduct of Parties. Whenever a Section of this Agreement or a Schedule or an Exhibit requires a consent or approval by a Party and notification of the consent or approval is not delivered within the applicable time limit, then, unless otherwise specified, the Party whose consent or approval is required will be conclusively deemed to have withheld its consent or approval.
Conduct of Parties. Customer and Verizon agree to facilitate the arbitration by: (a) co-operating in good faith to expedite (to the maximum extent practicable) the conduct of the arbitration; (b) making available to one another and to the arbitrators for inspection and extraction all documents, books, records, and personnel under their control or under the control of a person controlling or controlled by them if determined by the arbitrators to be relevant to the Dispute; (c) conducting arbitration hearings to the greatest extent possible on successive Business Days; and (d) using their best efforts to observe the time periods established by the arbitrators for the submission of evidence and briefs.
Conduct of Parties. (a) After the date of this Agreement and prior to the earlier of the termination of this Agreement in accordance with its terms and the Effective Time, except (i) as required by applicable Law, (ii) as otherwise expressly required by this Agreement or (iii) as consented to by Parent (in the case of NAP) or NAP (in the case of Parent) in writing (in each case, which written consent will not be unreasonably withheld, delayed or conditioned), each of NAP and Parent will, and each agrees that it will cause each of the NAP Group Entities (in the case of NAP) or each of the Parent Group Entities (in the case of Parent) to (A) conduct its business, in all material respects, in, the ordinary course of business consistent with past practice, (B) use commercially reasonable efforts to maintain and preserve intact its business organization and the goodwill of those having business relationship with it and retain the services of its present officers and key employees, and (C) use commercially reasonable efforts to keep in full force and effect all material permits all material insurance policies maintained by such Party and its Subsidiaries, other than changes to such policies made in the ordinary course of business.
Conduct of Parties. (a) After the date of this Agreement and prior to the earlier of the termination of this Agreement in accordance with its terms and the Effective Time, except (i) as required by applicable Law or as may be reasonably necessary to respond to the COVID-19 or other pandemic, (ii) as otherwise expressly required by this Agreement or (iii) as consented to by Parent (in the case of NMCI) or NMCI (in the case of Parent) in writing (in each case, which written consent will not be unreasonably withheld, delayed or conditioned), each of NMCI and Parent will, and each agrees that it will cause each of the NMCI Group Entities (in the case of NMCI) or each of the Parent Group Entities (in the case of Parent) to (A) conduct its business, in all material respects, in, the ordinary course of business consistent with past practice, (B) use commercially reasonable efforts to maintain and preserve intact its business organization and the goodwill of those having business relationship with it and retain the services of its present officers and key employees, and (C) use commercially reasonable efforts to keep in full force and effect all material permits all material insurance policies maintained by such party and its Subsidiaries, other than changes to such policies made in the ordinary course of business.
Conduct of Parties. (a) From the Execution Date until the Closing Date, neither WPZ nor ACMP shall, nor shall it cause any of its Subsidiaries to, take any action prohibited by this Agreement or fail to take any action required by this Agreement that, in either case, would be reasonably likely to materially delay the consummation of the Merger or result in the failure of a condition to closing pursuant to Article VI.
Conduct of Parties a. This Agreement will govern the conduct of the parties from Wednesday, May 15, 2024, at 8:00 a.m EDT until Sunday, May 19, 2024, at 10:00 p.m. EDT except in the event of any cancellation or termination of Dayton Hamvention. This Agreement will end upon the Inside Exhibitor's final exit from Greene County Fairground . Any exception must have written approval of Dayton Hamvention Inside Exhibits Chairperson. Both parties waive any claims for damages or compensation as a result of this cancellation or termination. Ohio Law shall govern this Agreement.
Conduct of Parties. 20.2.1 Each Party (i) warrants that such Party and its Affiliates and their respective directors, officers, employees, personnel, representatives, and agents have not made, offered, promised or authorised, and (ii) covenants that such Party and its Affiliates and their respective directors, officers, employees, personnel, representatives, and agents will not make, offer, promise or authorise, any payment, gift, promise, entertainment or other advantage, whether directly or through any other person or entity, to or for the use or benefit of any public or government official, any political party, political party official, or candidate for office, or any other individual or entity, where such offer, payment, gift, promise, entertainment or advantage would violate the Anti-Corruption Laws applicable to such Party.
Conduct of Parties. (a) Except (i) as provided in this Agreement, including, without limitation, Section 5.3(f) and Section 7.4(b), (ii) as required by applicable Law, or (iii) as consented to in writing by RRMS (which consent shall not be unreasonably withheld, delayed or conditioned), during the period from the Execution Date until the Effective Time, Parent shall not take any action to cause and shall not permit the RRMS General Partner to cause the amendment of the RRMS Partnership Agreement or the RRMS GP LLC Agreement, in each case, to the extent that any such amendment would reasonably be expected to (1) prohibit, prevent or materially hinder, impede or delay the ability of the parties to satisfy any conditions to or the consummation of the Merger or the other transactions contemplated by this Agreement or (2) adversely impact the Holders of RRMS Public Units in any material respect.
Conduct of Parties. Each Party understands and agrees that it is to their mutual benefit to maximize the clinical and commercial potential of the Product, and accordingly, that time is of the essence in addressing the market for the Product in the Field. Each Party shall conduct itself and its activities hereunder consistent with that understanding, consistent with sound and ethical business and scientific practices, and in accordance with the Development Plan and the Commercialization Plan.
