Conduct of Business by the Company Pending Closing. Each Seller covenants and agrees that, from and after the date of this Agreement and until the Closing, except as otherwise specifically consented to or approved by the Buyer in writing:
Conduct of Business by the Company Pending Closing. The Company covenants and agrees with Parent and Merger Sub that, 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, each of the Target Companies will conduct its business only in the ordinary and usual course consistent with past practices. Notwithstanding the preceding sentence, the Company covenants and agrees with Parent and Merger Sub that, except as specifically contemplated in this Agreement or required by applicable law, 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, without the prior written consent of Parent, except as set forth on the Company Disclosure Schedule:
Conduct of Business by the Company Pending Closing. The Company covenants and agrees with Parent and Merger Sub that, 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, each of the Target Companies shall conduct its business only in the ordinary and usual course and consistent with past practices, except as specifically contemplated in this Agreement or required by applicable law, 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. Without the prior written consent of Parent:
Conduct of Business by the Company Pending Closing. During the period from the date of this Agreement until the earlier of the date of termination of this Agreement and the Closing Date, the Company shall conduct its business in the ordinary course consistent with past practice and use its commercially reasonable efforts to preserve intact its business organization and relationships with third parties (including lessors, licensors, suppliers, distributors and collaborators), executives and employees. In addition and without limiting the generality of the foregoing, except (i) as specifically contemplated or permitted by this Agreement, (ii) as required by applicable Law, (iii) as set forth in Section 5.1 of the Disclosure Schedule, or (iv) unless Parent expressly consents in writing (such consent not to be unreasonably withheld, conditioned or delayed), the Company agrees that it will not:
Conduct of Business by the Company Pending Closing. Except as contemplated by this Agreement or to the extent that Parent shall otherwise consent in writing, during the period from the date of this Agreement to the Closing, the Company will not take any action except in the ordinary course of business and the Company will use all reasonable efforts to preserve intact in all material respects its business organization, assets, prospects and advantageous business relationships and to maintain satisfactory relationships with its licensors, licensees, suppliers, contractors, distributors, customers and others having advantageous business relationships with it. Without limiting the generality of the foregoing, except as contemplated by this Agreement, the Company will not (and will not cause or permit its Subsidiary to), engage in any practice, take any action, or enter into any transaction outside the ordinary course of business. Without limiting the generality of the foregoing, the Company will not, and will not permit its Subsidiary, to take any of the following actions, except as set forth in Section 5.1 of the Disclosure Schedule, without the written consent of Parent:
Conduct of Business by the Company Pending Closing. After the date hereof and prior to the Closing Date, unless Purchaser shall otherwise agree in writing, Compost shall cause the Company to:
Conduct of Business by the Company Pending Closing. Except as contemplated by this Agreement, set forth in the Disclosure Schedule, or to the extent that Purchaser shall otherwise consent in writing, during the period from the date of this Agreement to the Closing, the Sellers shall take all such action such that neither the Company nor its Subsidiaries will take any action except in the ordinary course of business, the Company and its Subsidiaries will use all reasonable efforts to operate and maintain the Oil and Gas Assets that it operates in a proper and prudent manner in accordance with good oil, gas and engineering practices and will use all reasonable efforts to ensure other operators do the same. Without limiting the generality of the foregoing, except as contemplated by this Agreement, the Company will not (and will not cause or permit its Subsidiaries to), engage in any practice, take any action, or enter into any transaction outside the ordinary course of business. Without limiting the generality of the foregoing, the Sellers shall take all such action such that the Company will not, and will not permit its Subsidiaries, to take any of the following actions, except as set forth in the Disclosure Schedule, without the written consent of Purchaser, which consent shall not be unreasonably withheld or delayed:
Conduct of Business by the Company Pending Closing. (a) Except as contemplated by this Agreement or the matters disclosed on the Company Disclosure Schedule or to the extent that Buyer shall otherwise consent in writing (which consent will not be unreasonably withheld), during the period from the date of this Agreement to the Closing, the Company shall not, and shall not permit any of its Subsidiaries to take any action except in the ordinary course of business and the Company shall, and shall cause its Subsidiaries to use all reasonable efforts to preserve intact in all material respects the respective business organizations, assets, prospects and advantageous business relationships of the Company and its Subsidiaries and to maintain satisfactory relationships with their respective licensors, licensees, suppliers, contractors, distributors and customers. Without limiting the generality of the foregoing, except as contemplated by this Agreement or the matters disclosed on the Company Disclosure Schedule, the Company shall not, and shall not cause or permit any of its Subsidiaries to engage in any practice, take any action, or enter into any transaction outside the ordinary course of business. Without limiting the generality of the foregoing and except as set forth on the Company Disclosure Schedule or the transactions contemplated by this Agreement, the Company shall not, and shall not cause or permit any of its Subsidiaries to:
Conduct of Business by the Company Pending Closing. The Company covenants and agrees that, between the date hereof and the Closing Date, the Company shall conduct the Business in the ordinary and usual course and shall use commercially reasonable efforts to preserve intact the business organization and assets of the Company, to keep available the services of the present officers, employees, consultants and independent contractors of the Company (except as otherwise required pursuant to this Agreement), and to preserve the present relationships of the Company with suppliers, customers, and other Persons with which the Company has business relations. Without derogating from the generality of the preceding sentence, between the date hereof and the Closing Date:
Conduct of Business by the Company Pending Closing. Except as contemplated by this Agreement or to the extent that Purchaser shall otherwise consent in writing, during the period from the date of this Agreement to the Closing, the Company will not take, and shall cause the Subsidiary not to take, any action except in the ordinary course of business, and the Company will use, and shall cause the Subsidiary to use commercially reasonable efforts to preserve intact in all material respects its business organization, assets, prospects and advantageous business relationships and to maintain satisfactory relationships with its lessors, co-working interest owners, royalty owners, operators, processors, gatherers, transporters, marketers, licensors, licensees, suppliers, contractors, distributors, purchasers, customers and others having advantageous business relationships with it. Without limiting the generality of the foregoing, Shareholder shall not permit the Company to take, and the Company shall not permit the Subsidiary to take, any of the following actions, except as set forth in Schedule 5.1, without the written consent of Purchaser:
