Interim Period Operations. Nothing contained in this Agreement shall give any party hereto, directly or indirectly, the right to control or direct the operations of any other party hereto during the Interim Period. During the Interim Period, each party shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its and its Affiliates’ respective businesses and operations.
Interim Period Operations. 9.1 Between the date hereof and Completion, the Seller shall (to the extent it is able so to do having regard to the provisions of the Operating Agreement [Unit Agreement]):-
Interim Period Operations. (a) From the Execution Date until the earlier of the Closing or the termination of this Agreement in accordance with Article X, except (1) as may be required for Emergency Operations or (2) for the actions expressly permitted or required under the terms of this Agreement, including, for the avoidance of doubt, all reasonably necessary actions taken in connection with, in contemplation of or in preparation for, the transactions contemplated by the Business Separation Agreement and this Agreement, or consented to in writing by the New Member (which consent shall not be unreasonably delayed, withheld or conditioned), the Existing Member shall, and shall cause the Business, the Assets and the Company to:
Interim Period Operations. (a) Except as (i) expressly required by this Agreement, (ii) consented to by Buyer (which consent shall not be unreasonably withheld, conditioned or delayed), (iii) required by Law or the terms of any Material Permit or Material Contract or (iv) otherwise set forth on Schedule 6.01, from the Effective Date until the Closing (the “Interim Period”), Seller will cause each Acquired Company (A) to conduct its business in the ordinary course of business and in compliance in all material respects with all applicable Laws and (B) to pay its debts, Taxes and other obligations when due, and (ii) use commercially reasonable efforts to preserve the present business operations, organization and goodwill of the Acquired Companies and preserve the present relationships with the customers and suppliers of the Company. Without limiting the foregoing, except as (w) expressly required by this Agreement, (x) consented to by Buyer (which consent shall not be unreasonably withheld, conditioned or delayed), (y) required by Law or the terms of any Material Permit or Material Contract or (z) otherwise set forth on Schedule 6.01, during the Interim Period Seller will cause each Acquired Company not to undertake any of the following:
Interim Period Operations. (a) Except as required or permitted hereby, or as consented to by Buyer (which consent shall not be unreasonably withheld, conditioned or delayed), or as otherwise set forth in Schedule 6.1, from the date of this Agreement until the earlier of the Closing or the termination of this Agreement in accordance with the terms hereof (the “Interim Period”), Seller will use commercially reasonable efforts to cause each Company (x) to operate in the ordinary course of business; and (y) to preserve intact its material relationships with third parties. Without limiting the foregoing, except as otherwise required or permitted hereby or required by the terms of any material Permit or any Material Contract, Seller will cause each Company not to undertake any of the following during the Interim Period without the consent of Buyer (which consent shall not be unreasonably withheld, conditioned or delayed):
Interim Period Operations. From the date hereof until the Closing, the Company shall use its commercially reasonable efforts to operate pursuant to the terms of the budget previously provided by the Company to Buyer. The Company shall proceed with the capital expenditure projects set forth on Schedule 7.3(A) in accordance with the capital expenditure budget provided to Buyer. Notwithstanding anything herein to the contrary, neither the Sellers nor the Company shall be liable to Buyer for any delays in connection with such capital expenditure projects due to factors outside their control including, but not limited to, weather delays, material shortages, and labor strikes. From the date hereof until the Closing, except as otherwise contemplated by this Agreement or with Buyer's prior consent, not to be unreasonably withheld, RT, RAM and each member of the Company Group shall carry on its business in the ordinary course consistent with past practice and use commercially reasonable efforts to preserve intact its business organizations and material relationships with Third Parties. Without limiting the generality of the foregoing, RT, RAM and each member of the Company Group shall not without the prior written consent of Buyer, which consent shall not be unreasonably withheld:
Interim Period Operations. (a) Except (i) as required by Requirements of Law, (ii) as set forth on Schedule 5.4, (iii) as otherwise contemplated by or necessary to effectuate this Agreement and the transactions contemplated hereby, or (iv) with the written approval of Buyer (which approval shall not be unreasonably withheld, conditioned or delayed), during the Interim Period Sellers shall cause the Company to operate and carry on its business only in the ordinary course and substantially as operated prior to the date of this Agreement and use its reasonable efforts to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Company. Without limiting the generality of the foregoing, Sellers shall not, and shall not permit the Company to:
Interim Period Operations. From the date hereof until the Closing, the Company shall use its commercially reasonable efforts to operate pursuant to the terms of the budget previously provided by the Company to Buyer. The Company shall proceed with the capital expenditure projects set forth on Schedule 7.3(A) in accordance with the capital expenditure budget provided to Buyer. Notwithstanding anything herein to the contrary, neither the Sellers nor the Company shall be liable to Buyer for any delays in connection with such capital expenditure projects due to factors outside their control including, but not limited to, weather delays, material shortages, and labor
Interim Period Operations. During the applicable Interim Period, Seller Parent and Seller shall, and they shall cause each Company Group Entity to, operate in the ordinary course of business consistent with past practice. Without limiting the generality of the foregoing, during the applicable Interim Period, except as (i) set forth in Schedule 6.02, (ii) expressly required by this Agreement, or (iii) required by Applicable Law or by a Governmental Authority or pursuant to any Company Contract, Seller Parent and Sellers shall not permit any Company Group Entity to take any of the following actions without Buyers’ prior written consent (such consent not to be unreasonably withheld, delayed or conditioned):
Interim Period Operations. (a) Except (i) as required or permitted hereby, (ii) required by applicable Law or the terms of any Permit or Material Contract, (iii) as consented to by Buyer, or (iv) as otherwise set forth in Schedule 6.4, during the Interim Period, Seller shall cause each member of the Company Group, the Business and the Panther Creek Plant to be owned and operated in the ordinary course of business, in compliance in all material respects with appliable Laws, Permits and Contracts.
