Conduct Pending Closing. The business of Buyer shall be conducted only in the ordinary course consistent with past practices.
Conduct Pending Closing. Subsequent to the execution of this Agreement by Buyer, and pending closing of title and/or Buyer’s earlier cancellation, or default, Seller: (1) shall not execute or modify any Leases, or extensions or renewals of Leases other than month-to-month Leases in the ordinary course of business, without the prior written consent of Buyer, except as required by the terms of the Leases currently in effect; (2) shall not execute or modify any Contracts, Permits or Warranties, or extensions or renewals of Contracts, Permits or Warranties, without the prior written consent of Buyer, except as required by the terms of the Contracts, Permits or Warranties currently in effect; (3) shall make no material changes in the physical condition of the Property without the prior written consent of Buyer; (4) shall not modify the Intangibles in any material respect; (5) shall maintain any insurance coverage relating to the Property that is currently maintained by Seller, in the amounts and coverages currently in effect; (6) shall not dispose of any interest in the Property and shall not mortgage, pledge, or subject to lien or other encumbrances any interest in the Property; (7) shall not seek or consent to any zoning or other change affecting the use of the Real Estate or seek or consent to any re-platting of the Real Estate or any amendment of the existing plat; (8) shall pay, prior to delinquency, all property taxes, insurance premiums, utility charges and other obligations which become due and payable with respect to the Property or the Business; (9) shall promptly advise Buyer of the commencement of any litigation by or against Seller pertaining to the Property; (10) shall manage the Property in substantially the same manner in which it was managed prior to the Seller’s execution of this Agreement; (11) shall not remove any material Tangible Personal Property used in the operation of the Property or Business unless same is replaced by similar Tangible Personal Property of same or better quality and condition; and (12) provide Buyer written notice of any change in fact that make the representations in Section 12(d) untrue.
Conduct Pending Closing. Prior to consummation of the Transactions contemplated hereby or the termination or expiration of this Agreement pursuant to its terms, unless Buyer shall otherwise consent in writing, which consent shall not be unreasonably withheld or delayed, and except for actions taken pursuant to Assumed Contracts, or which arise from or are related to the anticipated transfer of the Transferred Assets, or as otherwise contemplated by this Agreement, HEALTHSOUTH and Seller shall, and Seller shall cause the Subsidiaries to:
Conduct Pending Closing. Except as specifically identified otherwise on Schedule 5.2 of the Contributor Disclosure Schedules or as otherwise expressly provided by this Agreement or with the prior written consent of the Partnership, from June 1, 2015 until the Closing or termination of this Agreement as provided in Article VIII, Contributor shall, and shall cause its Subsidiaries to:
Conduct Pending Closing. (a) Seller covenants and agrees that, from the date hereof (except as otherwise set forth below) to the Closing Date:
Conduct Pending Closing. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement pursuant to its terms and the Closing, the Company shall, and shall cause each of its Subsidiaries to (i) conduct its business in the ordinary course of business, (ii) maintain its corporate existence, preserve intact its business organization and, except in the ordinary course of business, its assets, (iii) keep available the services of its present executive officers, (iv) maintain in effect the Material Contracts (subject to the expiration of any such Contract pursuant to its terms), and (v) preserve present material business relationships with suppliers, customers, licensees and other Persons.
Conduct Pending Closing. Prior to consummation of the transactions contemplated hereby or the termination or expiration of this Agreement pursuant to its terms, and except to the extent approved by Purchaser, Seller shall:
Conduct Pending Closing. Prior to Closing or termination of this Agreement, unless Seller shall otherwise consent in writing, Buyer shall not take any affirmative action which would intentionally cause any of Buyer’s representations and warranties set forth in Article 4 to be materially inaccurate as of Closing.
Conduct Pending Closing. SECTION 5.03.
Conduct Pending Closing. During the period from the Execution Date until the earlier of the Closing Date or the termination of this Agreement:
