Company's Conduct of Business and Operations. The Company shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
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Samples: Stock Purchase Agreement (Interamericas Communications Corp), Stock Purchase Agreement (Interamericas Communications Corp)
Company's Conduct of Business and Operations. The Company and the Stockholder shall keep the Buyer GenuTec advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 4.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.074.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GenuTec Business Solutions, Inc.), Agreement and Plan of Merger (GenuTec Business Solutions, Inc.)
Company's Conduct of Business and Operations. The Company COMPANY shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, Company or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, Company the services of present employees, (c) maintain and operate Company Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall use its ITS best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Samples: Stock Purchase and Subscription Agreement (Neff Corp)
Company's Conduct of Business and Operations. The Company Seller shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable best efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company its Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.075.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall Seller will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
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Company's Conduct of Business and Operations. The Company Shareholders shall keep the Buyer 2Connect advised as to all material operations and proposed material operations relating to the Company, Company or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable best efforts to keep available to the Company, Company the services of present employees, (c) maintain and operate Company Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Company Contracts listed or required to be listed on Schedule 3.13 3.12 in full force and effect, (f) comply with all of the covenants contained in all such material Company Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.076.06) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company Shareholders shall use its their best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
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Company's Conduct of Business and Operations. The Company and the Seller shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.074.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Samples: Stock Purchase Agreement (Xstream Beverage Group Inc)
Company's Conduct of Business and Operations. The Company shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable best efforts to keep available to preserve the Company, present relationships of the services of present employeesCompany with persons having significant business relations therewith, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply in all material respects with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.075.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Samples: Stock Purchase Agreement (Sunglass Hut International Inc)
Company's Conduct of Business and Operations. The Company and the Shareholders shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.075.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Company's Conduct of Business and Operations. The Company shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its all reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith with the maintenance and operation of its Properties in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply in all material respects with all of the covenants contained in all such material ContractsContracts listed or required to be listed on Schedule 3.13, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.075.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except , and (i) except as otherwise contemplated in this Agreement, the Company shall use its best all reasonable efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Samples: Merger Agreement (Smartdisk Corp)
Company's Conduct of Business and Operations. The Company and the Members shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 3.13(a) in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.075.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall will use its best efforts to preserve the present relationships of the Company with persons Persons having significant business relations therewith.
Appears in 1 contract
Samples: Asset Purchase Agreement (Smith & Wesson Holding Corp)
Company's Conduct of Business and Operations. The Company and the Shareholders shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.075.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Samples: Merger Agreement (Spectrum Sciences & Software Holdings Corp)
Company's Conduct of Business and Operations. The Company and the Shareholders shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary coursecourse consistent with past practices, (b) use its commercially reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company its Assets in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use commercially reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 3.14 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.07) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall each Shareholder will use its best commercially reasonable efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Company's Conduct of Business and Operations. The Company and the Shareholders shall keep the Buyer advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts to keep available to the Company, the services of present employees, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 3.13(a) or (c) in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.075.7) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall will use its best efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
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Company's Conduct of Business and Operations. The Company shall keep the Buyer Purchaser advised as to all material operations and proposed material operations relating to the Company, or the Company Assets. The Company shall (a) conduct its respective business in the ordinary course, (b) use its reasonable efforts endeavor to keep available to the Company, the services of present employeesemployees and independent registered representatives, (c) maintain and operate Company Assets its Properties in a good and workmanlike manner, (d) pay or cause to be paid all costs and expenses (including but not limited to insurance premiums) incurred in connection therewith in a timely manner, (e) use reasonable efforts to keep all Contracts listed or required to be listed on Schedule 3.13 4.17 in full force and effect, (f) comply with all of the covenants contained in all such material Contracts, (g) maintain in force until the Closing Date insurance policies (subject to the provisions of Section 6.074.25) equivalent to those in effect on the date hereof, and (h) comply in all material respects with all applicable Legal Requirements. Except as otherwise contemplated in this Agreement, the Company shall will use its best commercially reasonable efforts to preserve the present relationships of the Company with persons having significant business relations therewith.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Spongetech Delivery Systems Inc)