Observance of Operations of the Business Sample Clauses

Observance of Operations of the Business. From the date hereof until the Closing Date, Parent may, at its election, without unduly interfering with the management or operations of the Company, have a reasonable number of representatives at the facilities of the Company and its Subsidiaries to observe and consult with representatives of the Company and its Subsidiaries with respect to the management of the operations of the Company. Notwithstanding anything in this Agreement to the contrary, all rights of Parent or its representatives to access to or inspection of such business operations of the Company or to obtain information with respect to the Company pursuant to Sections 5.1, 5.9 and 5.18 shall be effected solely through the representatives of the Company set forth on the Disclosure Memorandum with specific reference to this Section and shall be subject to the right of a representative of the Company to accompany Parent or its representative in connection therewith.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Observance of Operations of the Business. From the date hereof until the Closing Date, Purchaser may, at its election, have a reasonable number of representatives (which shall be employees of Purchaser or existing consultants of Purchaser who are acting as such in connection with this Agreement) at the facilities of Seller and its subsidiaries to observe and consult with representatives of Seller and its subsidiaries with respect to the management of the operations of the Business, except as otherwise provided in Section 8(b). Notwithstanding anything in this Agreement to the contrary, all rights of Purchaser or its representatives to access to or inspection of the Business or to obtain information with respect to the Business pursuant to Sections 8(a), 8(b), 9(c) and 9(e) shall be effected solely through Gordxx Xxxxxx, Xxacx Xxxxxxx xx such other persons as may be mutually agreed by the parties hereto and shall be subject to the right of a representative of Seller to accompany Purchaser or its representative in connection therewith.
Sample 1Sample 2See All (4)

Related to Observance of Operations of the Business

  • Maintenance of Operations The Servicer agrees to continue to operate its distribution system to provide service to its customers so long as it is acting as the Servicer under this Agreement.

  • Operation of the Business Between the date of this Agreement and the Closing, Seller shall:

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

  • Interim Operations of the Company The Company covenants and agrees as to itself and its Subsidiaries that during the period from the date of this Agreement until the Effective Time or the date, if any, on which this Agreement is earlier terminated pursuant to Section 7.1, except as (w) disclosed in Section 5.1 of the Company Disclosure Letter, (x) expressly contemplated or permitted by this Agreement, (y) required by applicable Law, or (z) agreed to in writing by Parent, after the date of this Agreement and prior to the Effective Time:

  • Operations of the Company Except as set forth on Schedule 3.26, since the Balance Sheet Date the Company has not:

  • 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.

  • Cessation of Operations Any cessation of operations by Borrower or Borrower admits it is otherwise generally unable to pay its debts as such debts become due, provided, however, that any disclosure of the Borrower’s ability to continue as a “going concern” shall not be an admission that the Borrower cannot pay its debts as they become due.

  • 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.

  • Management and Operations of Business 30 Section 7.1 Management .............................................................. 30 Section 7.2 Certificate of Limited Partnership ...................................... 34 Section 7.3 Restrictions on General Partner's Authority ............................. 34 (i) 3 Section 7.4 Reimbursement of the Crescent Group ..................................... 35 Section 7.5 Outside Activities of the Crescent Group ................................ 35 Section 7.6 Contracts with Affiliates ............................................... 36 Section 7.7 Indemnification ......................................................... 36 Section 7.8 Liability of the General Partner ........................................ 39 Section 7.9 Other Matters Concerning the General Partner ............................ 39 Section 7.10 Title to Partnership Assets ............................................ 40 Section 7.11 Reliance by Third Parties .............................................. 40 Section 7.12 Limited Partner Representatives ........................................ 41

  • Operations As of the date hereof, the Company has not conducted, and prior to the IPO Closing the Company will not conduct, any operations other than organizational activities and activities in connection with offerings of its securities.

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