Course of Business Pending the Closing Sample Clauses

Course of Business Pending the Closing. Subject to the provisions set forth below in this Article 7, the Company shall operate the Company's business in the ordinary course consistent with past practices.
Sample 1
AutoNDA by SimpleDocs
Course of Business Pending the Closing. Except with the prior written consent of LeukoSite or except for expenditures made by the Company in the ordinary course of business that do not exceed $10,000 for any individual item or series of related items, the Company will not (i) make any expenditure, accrue any expense, or incur any costs, Indebtedness or other liability, including, without limitation, in connection with any ongoing clinical trials or drug development programs or in connection with any ongoing -71- research collaborations with third parties, (ii) initiate or agree to initiate any clinical trials, drug development programs, or research collaborations with third parties, (iii) make any decisions, determinations or evaluations concerning the Company's ongoing clinical trials, drug development programs, or research collaborations with third parties (including, without limitation, any decision to amend, change or modify any of the Company's ongoing clinical trials, drug development programs, or research collaborations with third parties), (iv) in-license or out-license any intellectual property, technology or drug candidate, (v) make or institute any new, unusual, or novel methods of manufacture, purchase, sale, lease, management, accounting, or operation or take or permit to occur or exist any action or circumstance referred to in Section 7.8 hereof, (vi) amend in any manner the HMR Agreement without the prior written consent of LeukoSite, and (vii) authorize or consummate any stock split, stock dividend, stock combination, recapitalization of shares or other similar transaction affecting Company Stock. The Company will use its best efforts to maintain its owned and leased properties in good operating condition and repair and make all necessary renewals, additions, and replacements thereto.
Sample 1
Course of Business Pending the Closing. Subject to the provisions of this Section 9, each of the Company and ABI shall operate its business solely in the ordinary course consistent with past practice.
Sample 1

Related to Course of Business Pending the Closing

  • 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 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 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 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:

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

  • CONDUCT OF BUSINESS PENDING THE MERGER Section 6.01 Conduct of Business by the Company Pending the Merger.

  • Regular Course of Business Between the date of this Agreement and the Closing Shareholders will not cause or permit Seller to engage in any practice, take any action, or enter into any transaction outside the Ordinary Course of Business. Further, Shareholders will cause Seller to operate Seller’s Business in accordance with the reasonable judgment of its management diligently and in good faith, consistent with past management practices, and continue to use its reasonable efforts to keep available the services of present officers and employees (other than planned retirements) and to preserve its present relationships with persons having business dealings with it. Shareholders will not cause or permit Seller to take any actions which would require a supplement or amendment to the items required to be disclosed pursuant to Section 3.1. Further, between the date of this Agreement and the Closing Date, Seller will:

  • Conduct of Business Prior to the Closing From the date hereof until the Closing, except as otherwise provided in this Agreement or consented to in writing by Buyer (which consent shall not be unreasonably withheld or delayed), Seller shall, and shall cause the Company to, (x) conduct the business of the Company in the ordinary course of business consistent with past practice; and (y) use reasonable best efforts to maintain and preserve intact the current organization, business and franchise of the Company and to preserve the rights, franchises, goodwill and relationships of its employees, customers, lenders, suppliers, regulators and others having business relationships with the Company. Without limiting the foregoing, from the date hereof until the Closing Date, Seller shall:

  • 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:

  • Ordinary Course of Business The consummation of the transactions contemplated by this Agreement are in the ordinary course of business of the Servicer;

Time is Money Join Law Insider Premium to draft better contracts faster.