Conditions to the Closing Date The obligations of each Bank to make the Loans contemplated by subsections 2.1 and 2.2 and of the Issuing Bank to issue Letters of Credit contemplated by subsection 3.1 shall be subject to the compliance by the Company with its agreements herein contained and to the satisfaction of the following conditions on or before the Closing Date:
Operations Prior to the Closing Date (a) Subject to the terms and conditions of this Agreement, Seller shall use reasonable efforts to cause the Companies to conduct the Business in the ordinary course in all material respects as operated prior to the date of this Agreement. Consistent with the foregoing, Seller shall cause each of the Companies to use its commercially reasonable best efforts consistent with good business practice to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Companies.
Closing; Closing Date Closing" and "Closing Date" have the meanings set forth in Section 5.3.
Actions at the Closing At the Closing: