Operations Prior to Closing Date. (a) In addition to any other express obligation under this Agreement, between the date of this Agreement and the Closing Date, the Company will do each of the following, and the Company also represents that from the date of the Interim Balance Sheet to the date of this Agreement the Company has done the following:
Operations Prior to Closing Date. Except (i) as set forth on Section 6.4 of the Disclosure Letter, (ii) as otherwise reasonably required by this Agreement, or (iii) with the consent of Buyer, Seller and VION shall, and shall cause each Banner Company, from and after the date of this Agreement until the Closing Date, to:
Operations Prior to Closing Date. In addition to any other express obligation under this Agreement, between the date of this Agreement and the Closing Date, IESG will:
Operations Prior to Closing Date. Except as set forth on Schedule 8.9 and subject to the matters contemplated by this Agreement, the Merger Agreement, the Revised Processing Agreement and the Stockholders Agreement, between the date hereof and the Closing Date, Bank One and FDC shall use reasonable efforts to cause Alpha to conduct its business only in the ordinary course and in conformity with past practice. 8.10.
Operations Prior to Closing Date. In addition to any other express obligation under this Agreement, between the date of this Agreement and the Closing Date, the Company will, and the Sellers shall cause the Company to:
Operations Prior to Closing Date. From June 1, 2002 through the Closing Date, the Merchant has operated and will operate in the ordinary course of business consistent with historical operations. Without limiting the foregoing, from June 1, 2002 through the Closing Date, (i) Merchant has not conducted and will not conduct any promotions or advertised sales at the Stores except for promotions contained in newspapers for goods that may be replenished at the Store level, all as described in the promotional calendar on Exhibit 16.1 attached hereto; (ii) Merchant has replenished its Store inventories in the ordinary course; (iii) except with respect to greeting cards and cosmetics, all rack jobbers and service vendors have continued and will continue to service Merchant in the ordinary course; (iv) Merchant has not and will not return inventory to vendors other than in the ordinary course of business; (v) other than with respect to the co-chief executive officers of Merchant, Merchant has not and will not make any management personnel moves or changes that would be reasonably likely to materially affect the transactions contemplated hereby; and (vi) Merchant has not and will not enter into real estate contracts, renew leases, enter into leases, terminate leases, reject leases, amend leases, consent to the assignment of leases or grant or terminate any other interests in any Assets without Agent's prior written consent, which consent shall not be unreasonably withheld or delayed.
Operations Prior to Closing Date. (a) In addition to Seller's other obligations under this Agreement, between the date of this Agreement and the Closing Date, Seller will do each of the following, and Seller also represents that from the Balance Sheet Date to the date of this Agreement Seller has done each of the following:
Operations Prior to Closing Date. Between the date of this Agreement and the Closing, unless Buyer otherwise agrees in writing and except for such exigent actions in response to a material circumstance arising from or with respect to the COVID-19 pandemic (including the response of any Governmental Body thereto), which such action Seller determines is in the best interest of the Business consistent with Seller’s prior actions taken in response to COVID-19 and consistent with actions being taken by Seller and its affiliates with respect to their respetive other businesses, Seller will cause the Business to be conducted in the ordinary course of business consistent with past practice (including with respect to pricing, discounting and/or promotional policies and strategies and continuing to make any capital expenditures in a manner consistent with the capital plan previously provided to Buyer) and in compliance in all material respects with all applicable Laws, and will use commercially reasonable efforts to (a) maintain and preserve intact the Business and its relationships with its employees, customers, vendors and others with which the Business has a material business relationship and (b) keep and maintain the Purchased Assets in good repair and operating condition, normal wear and tear excepted. Without limiting the generality of the foregoing sentence and except for (i) as set forth on Schedule 6.3, (ii) as otherwise expressly permitted by this Agreement or (iii) with the consent of Buyer (which consent will not be unreasonably withheld, conditioned or delayed), from and after the date of this Agreement until the Closing Date, Seller will not take or permit any action that would cause any of the changes, events or conditions described in Section 4.6 to occur, nor enter into any agreement to perform any such action.
Operations Prior to Closing Date. In addition to any other express obligation under this Agreement, between the date of this Agreement and the Closing Date, the FCS Companies will, and the Controlling Sellers shall cause the FCS Companies to:
Operations Prior to Closing Date. (a) Prohibitions. Except (x) as set forth on Schedule 5.5, (y) as otherwise contemplated by this Agreement or (z) with the consent of Buyer (which consent will not be unreasonably withheld or delayed), USF shall comply and shall cause each Member to comply, from and after the date of this Agreement until the Closing Date, with the following:
