Conduct of Seller. Except as provided in the Transaction Documents, from the date of this Agreement until the Effective Time, except with the prior written consent of Buyer, Seller will conduct its business in the Ordinary Course of Business consistent with past practice, and will use its commercially reasonable best efforts to preserve intact its business organization and relationships with third parties and to keep available the services of its current officers and employees.
Conduct of Seller. Without the prior written consent of Purchaser, between the date hereof and the Closing Date, Seller covenants and agrees that it shall:
Conduct of Seller. From the date of this Agreement until the Closing Date, Seller agrees as to itself and its Subsidiaries that, except as otherwise contemplated by the Transaction Agreements or the Seller Disclosure Schedule, or as Buyer shall otherwise consent in writing:
Conduct of Seller. Except (i) as may be approved in advance by BUYER in writing, or (ii) as is otherwise required by this Agreement, during the period from the date of this Agreement until the earlier of (x) the Closing Date, and (y) the date this Agreement is terminated in accordance with its terms: (A) SELLER shall use commercially reasonable efforts to maintain the Premises (including, without limitation, pumps, culverts, canals, ditches and other irrigation and drainage infrastructure) according to the ordinary course of business consistent with past practices, (B) to the extent that Closing has not yet occurred, commence and continue through Closing the applicable sugar and citrus farming operations, all as and to the extent applicable and typically performed by SELLER in the ordinary course of business consistent with past practices and (C) in addition to, and not in limitation of the covenants set forth in the foregoing clauses (A)-(B) of this paragraph, none of SELLER shall, directly or indirectly, do any of the following:
Conduct of Seller. From the date hereof until the Closing Date, Seller shall conduct its businesses related to the Product Lines in the ordinary course consistent with past practices and use its best efforts to preserve intact the business related to the Product Lines and relationships with third parties. Without limiting the generality of the foregoing, from the date hereof until the Closing Date, Seller will not:
Conduct of Seller. 22 5.2 Tax Assessments and Audits...........................................24
Conduct of Seller. During the period between the signing of this Agreement and the Closing (the "Pre-Closing Period"), Seller agrees, except to the extent that Buyer will otherwise consent in writing, to carry on the Business in the Ordinary Course of Business. Seller will use commercially reasonable efforts to (i) preserve intact its current business organization,
Conduct of Seller. Pending the Closing and the Vacuum Truck Closing. Except as otherwise required by, or agreed in, this Agreement, from and after the execution of this Agreement and until the Closing, or, in the case of the Vacuum Trucks, until the Vacuum Truck Closing, Seller agrees to:
Conduct of Seller. Except as required by Law or as otherwise expressly permitted or specifically contemplated by this Agreement, Seller and Shareholders covenant and agree to, and to cause any Seller Party occupying, using or operating the Property to, during the period from the date of this Agreement until the earlier of either the Closing Date or the time that this Agreement is terminated by its terms, unless the other party shall otherwise agree in writing, conduct its business involving the Property in the usual and ordinary course of business.
Conduct of Seller. (i) Except (1) to the extent compelled or required by applicable law or HOA, (2) as otherwise permitted by this Agreement, or (3) as consented to in writing by Buyer, during the period from Effective Date to the Closing Date, Seller shall: (A) conduct its respective business and operations and operate, manage and maintain the Parcels in all material respects in the ordinary course, consistent in all material respects with past practice and applicable law; (B) maintain its respective assets and properties consistent with past practice and applicable law in all material respects, provided in no event shall Seller be required to make any improvements to the Property other than as necessary to maintain the Improvements in their present condition, ordinary wear and tear excluded, but only to the extent that Seller would otherwise make such expenditure in the ordinary course of business consistent in all material respects with past practices; (C) perform, in all material respects, all of its material obligations under the Leases and Contracts to which Seller is a party to the extent same could result in any liability to Buyer after the Closing; (D) intentionally omitted; and (E) maintain in full force and effect the insurance policies currently in effect with respect to the Parcels (or replacements continuing substantially similar coverage).
