Operation in the Ordinary Course of Business. Prior to the Distribution Date, the Company shall, and shall cause each of its Subsidiaries to, conduct its business and operations in the ordinary course of business, consistent with past practice, and shall, and shall cause each of its Subsidiaries to, continue to ship products, pay accounts payable and invoices, deposit and accept payments, and make capital expenditures in the ordinary course of business, all consistent with past practice. The Company shall not, and shall cause each of its Subsidiaries not to, undertake any arrangement with the intent to delay receipt of any funds by the Company or its Subsidiaries until on or after the Distribution Date or to accelerate any payment to be made by the Company or its Subsidiaries prior to the Distribution Date, except in each case in the ordinary course of business consistent with past practice.
Operation in the Ordinary Course of Business. Sellers shall not (and Seller shall cause Operating Tenants and Manager to not), without the prior written consent of Buyer, except in the ordinary course of business, (i) enter into any leases or tenancies with respect to the Property, (ii) enter into any service or maintenance agreements which are not terminable upon thirty (30) days notice, (iii) engage or retain new or additional employees, entities or independent contractors whose compensation may be assumable by Buyer (or reimbursable by Buyer to Manager), (iv) modify or release any warranties or guaranties with respect to the Property, or (v) grant any encumbrances on the Property or contract for any construction or service for the Property which may impose any mechanics or materialmen's lien on the Property beyond Closing. Sellers shall and shall cause Operating Tenants to, subject to the terms of the Management Agreements, use reasonable efforts to cause the Managers to maintain inventory levels consistent with Managers’ prior practices and continue to operate the Property in the ordinary course of business.
Operation in the Ordinary Course of Business. Until Closing, the Sellers will operate the Businesses in the ordinary course of business consistent with past practice, and has not and will not make any dispositions of assets outside the ordinary course of business consistent with past practice.
Operation in the Ordinary Course of Business. Except as contemplated by -------------------------------------------- this Agreement, and except with respect to the items disclosed in Schedule -------- 3.2(e)(iv), during the period from the date hereof to the Closing Date, Seller ---------- will conduct the Business according to the ordinary and usual course of business consistent with past practice, but in any event subject to the supervision of Xxxxxxxx and consistent with Xxxxxxxx' policies and subject to the restrictions imposed upon Seller by the Court, the Bankruptcy Code, the rules promulgated or adopted under the Bankruptcy Code, and other applicable Laws. Specifically, Seller agrees that the Business shall not incur or expend any amount of any consequence, unless same is contemplated by the budget approved in the Cash Collateral Order (as defined below) or unless same is in the ordinary course of business. In respect of amounts not covered by either of the categories identified in the preceding sentence, same may be expended only if Seller shall have notified Buyer of the proposed expense in writing no later than the xxxx Xxxxxx has provided notice thereof to its creditors or to the Court and Buyer shall have approved the expense; provided, if Buyer failed to notify Seller in writing of Buyer's objection to such proposed expense by the later of 5:00 p.m. Eastern time on the Business Day following the day Buyer received Seller's notice or the time that any other person has to approve such expenditure, then Buyer shall be deemed to have approved such expense. Buyer agrees not to unreasonably object to proposed expenses. In addition:
Operation in the Ordinary Course of Business. Sellers shall not (and Sellers shall cause Operating Tenants to not, and use commercially reasonable efforts to cause Managers to not), without the prior written consent of Buyer, (i) enter into any material leases or tenancies with respect to the Property, (ii) enter into any material service or maintenance agreements which are not terminable upon thirty (30) days notice without penalty, (iii) except in the ordinary course of business, engage or retain any new or additional employees, entities or independent contractors whose compensation may be assumable by Buyer (or reimbursable by Buyer to a Manager), (iv) modify or release any material warranties or guaranties with respect to the Property, or (v) grant any encumbrances on the Property or contract for any construction or service for the Property which may impose any mechanics or materialmen’s lien on the Property beyond Closing, except as otherwise specifically contemplated in this Agreement. Buyer shall have five (5) business days to approve or disapprove any of the foregoing proposed actions following a written request therefore by any Seller, which approval may be granted or withheld in Buyer’s sole but reasonable discretion. Buyer’s failure to provide a written response to the applicable Seller within five (5) business days following a written request from Sellers shall be deemed an approval of such proposed action by Buyer. Sellers shall, and shall cause Operating Tenants to use reasonable efforts to (a) cause the Managers to maintain inventory levels consistent with the applicable Manager’s prior practices and continue to operate the Property in the ordinary course of business consistent with present standards, including without limitation with respect to the Property’s books and accounts (provided that notwithstanding any term of this Section 3.01, Section 1.03 or any other provision of this Agreement, Managers shall at all times be entitled to exercise all of its rights contained in, and to perform all of its duties and obligations under, the Management Agreements); (b) maintain in effect insurance policies presently in effect with respect to the Hotels, or reasonable renewals of expiring policies, (c) cause to be paid before delinquency all ad valorem, occupancy sales and other similar taxes due and payable for the Property or the operation of the Hotels, (d) not remove or cause or permit to be removed any part or portion of the Personal Property unless the same is replaced, before Closing, wi...
Operation in the Ordinary Course of Business. Except to the extent a Manager is authorized under its Management Agreement to do any of the following without having to first obtain the prior consent or authorization of Sellers, Sellers shall not, and shall not permit Manager to, (i) enter into any leases or tenancies with respect to the Property, (ii) enter into any service or maintenance agreements which are not terminable upon thirty (30) days notice, (iii) modify or release any warranties or guaranties with respect to the Property, or (iv) grant any encumbrances on the Property or contract for any construction or service for the Property which may impose any mechanics or materialmen’s lien on the Property beyond Closing other than in connection with the PIPs. Sellers shall, subject to the terms of the Management Agreements, use reasonable efforts to cause the Managers to maintain inventory levels consistent with Managers’ prior practices and continue to operate the Property in the ordinary course of business.
Operation in the Ordinary Course of Business. Except as contemplated -------------------------------------------- by this Agreement, during the period from the date hereof to the Closing Date, each Subsidiary will conduct its business according to the ordinary and usual course of business consistent with past practice, but in any event subject to the supervision of Xxxxxxxx, consistent with Xxxxxxxx' policies and subject to the restrictions imposed upon the Sellers by the Court, the Bankruptcy Code, the rules promulgated or adopted under the Bankruptcy Code, and other applicable Laws. Specifically, Buyer agrees that none of the Subsidiaries shall incur or expend an amount of any consequence without the prior approval of the Chief Operating Officer of Xxxxxxxx. In addition, Sellers hereby covenant that during the time frame beginning on the date of execution of this Agreement through the Closing Date:
Operation in the Ordinary Course of Business. AOC shall ensure that all Liabilities arising before or after the Closing are timely discharged. Except as expressly contemplated hereby or necessary to consummate the Reorganization, AOC shall operate only in the ordinary course of business consistent with past practice.
Operation in the Ordinary Course of Business. Sellers shall not (and Sellers shall cause Operating Tenants and Manager to not), without the prior written consent of Buyer, (i) enter into any material leases or tenancies with respect to the Property, (ii) enter into any material service or maintenance agreements which are not terminable upon thirty (30) days notice without penalty, (iii) except in the ordinary course of business, engage or retain any new or additional employees, entities or independent contractors whose compensation may be assumable by Buyer (or reimbursable by Buyer to Manager), (iv) modify or release any material warranties or guaranties with respect to the Property, (v) grant or permit any encumbrances on the Property or contract for any construction or service for the Property which may impose any mechanics or materialmen’s lien on the Property beyond Closing, or (vi) execute, record in the public records and/or deliver to the other party any document affecting title to the Property, all except as otherwise specifically contemplated in this Agreement. Buyer shall have five (5) business days to approve or disapprove any of the foregoing proposed actions following a written request therefore by any Seller, which approval may be granted or withheld in Buyer’s reasonable discretion. Buyer’s failure to provide a written response to such Seller within five (5) business days following a written request from such Seller shall be deemed an approval of such proposed action by Buyer. Sellers shall and shall cause Operating Tenants to, subject to the terms of the Management Agreements, use reasonable efforts to cause the Managers to maintain inventory levels consistent with Managers’ prior practices and continue to operate and maintain each Hotel in the ordinary course of business pursuant to the terms of the Management Agreements during the period between the Effective Date and the Closing Date.
Operation in the Ordinary Course of Business. The Sellers shall cause each of the Companies and the Subsidiaries to operate its business in the ordinary and usual course in substantially the same manner as heretofore conducted.
