Common use of Activity in the Ordinary Course Clause in Contracts

Activity in the Ordinary Course. From the date hereof until the Closing Date, except (i) as set forth on Schedule 7.1 of the Seller Disclosure Schedule, (ii) as may be required in connection with the Merger or Bank Merger, (iii) as may be required by a Regulatory Authority or applicable law or (iv) as contemplated hereby, Seller (a) will, with respect to the Branches, the Assets and the Assumed Liabilities, use its commercially reasonable efforts to preserve its business relationships with depositors, (b) will use reasonable efforts to maintain the Branches in their current condition, ordinary wear and tear excepted, (c) use its commercially reasonable efforts to conduct the business of the Branches and preserve the Assets and Assumed Liabilities in all material respects in the ordinary and usual course of business consistent with past practice and in a manner consistent with the requirements of Seller’s agreement with the DOJ, and (d) shall not, without the prior written consent of Purchaser (such consent not to be unreasonably withheld, conditioned or delayed):

Activity in the Ordinary Course. From the date hereof until Until the Closing Date, except (i) as set forth on Schedule 7.1 of the Seller Disclosure Schedule, (ii) as may be required in connection with the Merger or Bank Merger, (iii) as may be required by a Regulatory Authority or applicable law law, (ii) as set forth in Section 7.1 of the Seller Disclosure Schedule, or (iviii) as contemplated herebyspecifically provided in this Agreement, Seller (a) will, with respect to the BranchesBranch, the Assets and the Assumed Liabilities, use its commercially reasonable efforts to preserve its business relationships relationship with depositors, customers and others having business relationships with Seller and whose accounts will be retained at the Branch; (b) will use reasonable efforts to underwrite and administer the Loans in the ordinary course of its business in accordance with its customary practices and applicable laws and regulations; (c) will maintain the Branches Branch in their its current condition, ordinary wear and tear excepted, ; and (cd) use its commercially reasonable efforts to will conduct the business of the Branches Branch and preserve the Assets and Assumed Liabilities in all material respects in the ordinary and usual course of business consistent with past practice and in a manner consistent with the requirements of Seller’s agreement with the DOJpractice. In addition, and (d) Seller shall not, without the prior written consent of Purchaser (such Purchaser, which consent shall not to be unreasonably withheld, conditioned or delayed)::

Activity in the Ordinary Course. From the date hereof until the Closing Date, except (i) as set forth on Schedule 7.1 of the Seller Disclosure Schedule, (ii) as may be required in connection with by the Merger Agreement or Bank Merger, this Agreement (iii) as may be required by a Regulatory Authority or applicable law or (iv) as contemplated herebyhereby (including Section 7.8), Seller (a) will, with respect to the Branches, the Assets and the Assumed Liabilities, use its commercially reasonable best efforts to preserve its business relationships with depositorsdepositors and Obligors of the Loans, (b) will use reasonable best efforts to maintain the Branches in their current condition, ordinary wear and tear excepted, (c) use its commercially reasonable efforts to conduct the business of will operate the Branches and preserve the Assets and Assumed Liabilities in all material respects in the ordinary and usual course of business consistent with past practice and in a manner consistent with the requirements of Seller’s agreement with the DOJ, and (d) shall not, without the prior written consent of Purchaser (such consent not to be unreasonably withheld, conditioned or delayed):