Operation of Company Business. Except as contemplated by this Agreement, during the period from the date of this Agreement to the Effective Time, the Company shall (and shall cause each Company Subsidiary to) conduct its operations in the Ordinary Course of Business and in material compliance with all applicable laws and regulations and, to the extent consistent therewith, use its Reasonable Best Efforts to preserve intact its current business organization, keep its physical assets in good working condition, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect. Without limiting the generality of the foregoing, prior to the Effective Time, the Company shall not (and shall cause each Company Subsidiary not to), without the written consent of the Parent (which shall not be unreasonably withheld or delayed):
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Mesa Energy Holdings, Inc.), Agreement and Plan of Merger and Reorganization (Modigene Inc.), Agreement and Plan of Merger and Reorganization (Nevada Gold Holdings, Inc.)
Operation of Company Business. Except as contemplated by this Agreement, during the period from the date of this Agreement to the Effective Time, the Company shall (and shall cause each Company Subsidiary to) conduct its operations in the Ordinary Course of Business and in material compliance with all Laws applicable laws and regulations to the Company or any of its properties or assets and, to the extent consistent therewith, use its Reasonable Best Efforts to preserve intact its current business organization, keep its physical assets in good working condition, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect. Without limiting the generality of the foregoing, prior to the Effective Time, the Company shall not (and shall cause each Company Subsidiary not to), without the written consent of the Parent (which shall not be unreasonably withheld or delayed):) and except as contemplated by this Agreement:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Enumeral Biomedical Holdings, Inc.), Agreement and Plan of Merger and Reorganization (Enumeral Biomedical Holdings, Inc.)
Operation of Company Business. Except as contemplated by this Agreement, during the period from the date of this Agreement to the Effective Time, the Company shall (and shall cause each Company Subsidiary to) conduct its operations in the Ordinary Course of Business and in material compliance with all Laws applicable laws and regulations to the Company or any of its properties or assets and, to the extent consistent therewith, use its Reasonable Best Efforts to preserve intact its current business organization, keep its physical assets in good working condition, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect. Without limiting the generality of the foregoing, prior to the Effective Time, the Company shall not (and shall cause each Company Subsidiary not to)not, without the written consent of the Parent (which shall not be unreasonably withheld or delayed):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Neurotrope, Inc.)
Operation of Company Business. Except as contemplated by this Agreement, during the period from the date of this Agreement Execution Date to the Effective Time, the Company shall (and shall cause each Company Subsidiary to) conduct its operations in the Ordinary Course of Business and in material compliance with all Laws applicable laws and regulations to the Company, or any of its properties or assets and, to the extent consistent therewith, use its Reasonable Best Efforts commercially reasonable efforts to preserve intact its current business organization, keep its physical assets in good working condition, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect. Without limiting the generality of the foregoing, prior to the Effective Time, the Company shall not (and shall cause each Company Subsidiary not to)not, without the written consent of the Parent (which shall not be unreasonably withheld or delayed):) and except as contemplated by this Agreement:
Appears in 1 contract
Samples: Acquisition Agreement (Symbid Corp.)
Operation of Company Business. Except as contemplated by this Agreement, during the period from the date of this Agreement to the Effective Time, the Company shall (and shall cause each Company Subsidiary to) conduct its operations in and that of the Ordinary Course of Business and Subsidiary in material compliance with all Laws applicable laws and regulations to the Company or any of its properties or assets and, to the extent consistent therewith, use its Reasonable Best Efforts to preserve intact its current business organization, keep its physical assets in good working condition, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect. Without limiting the generality of the foregoing, prior to the Effective Time, the Company shall not (and shall cause each Company Subsidiary not to), without the written consent of the Parent (which shall not be unreasonably withheld or delayed):) and except as contemplated by this Agreement:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (EZRaider Co.)
