Common use of Conduct Business in the Ordinary Clause in Contracts

Conduct Business in the Ordinary. Course The Vendors shall cause Tribute Pharma and Tribute Pharmaceuticals to conduct the Business and the operations and affairs of Tribute Pharma and Tribute Pharmaceuticals only in the ordinary course of the Business consistent with past practice, and the Vendors shall ensure that neither of Tribute Pharma or Tribute Pharmaceuticals shall, without the prior written consent of the Purchaser, enter into any transaction or refrain from doing any action that would constitute a breach of any representation, warranty, covenant or other obligation of the Vendors or the Shareholder contained herein, and provided further that, without limiting the generality of the foregoing, the Vendors shall cause Tribute Pharma and Tribute Pharmaceuticals to ensure that neither of Tribute Pharma or Tribute Pharmaceuticals: (a) amends its articles, by-laws, constating documents or other organizational documents; (b) amalgamates, merges or consolidates with, or acquires all or substantially all the shares or assets of any person; (c) transfers, leases, licenses, sells or otherwise disposes of any of its assets except for inventory, or permits any Encumbrance to attach to or affect any of its assets, other than in the ordinary course of the Business consistent with past practice; or (d) does any act or thing of the kind described in Sections 3.1(9), 3.1(27), or 3.1(33) or enters into any Contract of the kind described in Sections 3.1(7), 3.1(13), 3.1(30), 3.1(35)(f), 3.1(36)(a), or 3.1(36)(c).