Common use of Conduct of Business by Parent Pending the Merger Clause in Contracts

Conduct of Business by Parent Pending the Merger. Parent agrees that, between the date of this Agreement and the Effective Time, except as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure Schedule, unless the Company shall otherwise consent in writing, Parent shall not:

Appears in 2 contracts

Samples: Agreement and Plan of Merger And (Bunge LTD), Agreement and Plan of Merger And (Corn Products International Inc)

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Conduct of Business by Parent Pending the Merger. Parent agrees that, between the date of this Agreement and the Effective Time, except Except as expressly contemplated by any other provision of this Agreement, Parent agrees that from the date of this Agreement or as set forth in Section 6.02 until the earlier of the Parent Disclosure Schedule, unless termination of this Agreement and the Company shall otherwise consent in writingEffective Time, Parent shall not:, directly or indirectly, do, or propose to do, any of the following without the prior written consent of the Company (which consent will not be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Stantec Inc), Agreement and Plan of Merger and Reorganization (Keith Companies Inc)

Conduct of Business by Parent Pending the Merger. (a) Parent agrees that, between the date of this Agreement and the earlier of the Effective TimeTime and the termination of this Agreement pursuant to Article III, except as set forth in Section 5.02 of the Parent Disclosure Schedule or as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure ScheduleAgreement, unless the Company shall otherwise consent in writing, Parent writing (which consent shall not:not be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Citigroup Inc), Agreement and Plan of Merger and Reorganization (St Assembly Test Services LTD)

Conduct of Business by Parent Pending the Merger. Parent covenants and agrees that, between from the date of this Agreement and hereof until the Effective Time, except as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 on Schedule 6.2(a) of the Parent Disclosure ScheduleLetter, unless the Company shall otherwise consent (which consent shall not be unreasonably withheld) in writing, Parent shall notwriting (including electronic mail) or except as expressly permitted or required pursuant to this Agreement:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Halliburton Co), Agreement and Plan of Merger (Baker Hughes Inc)

Conduct of Business by Parent Pending the Merger. Parent agrees that, between the date of this Agreement and the Effective Time, except Except as expressly contemplated by any other provision of this Agreement, Parent agrees that from the date of this Agreement or as set forth in Section 6.02 until the earlier of the Parent Disclosure Scheduletermination of this Agreement and the Effective Time, unless directly or indirectly (including on behalf of Merger Sub), do, or propose to do, any of the following without the prior written consent of the Company (which consent shall otherwise consent in writingnot be unreasonably withheld, Parent shall not:conditioned or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Navarre Corp /Mn/), Agreement and Plan of Merger (Navarre Corp /Mn/)

Conduct of Business by Parent Pending the Merger. (a) Parent agrees that, between the date of this Agreement and the Effective Time, except as set forth in Section 5.02 of the Parent Disclosure Schedule or as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure ScheduleAgreement, unless the Company shall otherwise consent in writing, Parent writing (which consent shall not:not be unreasonably withheld or delayed):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Imco Recycling Inc), Agreement and Plan of Merger (Commonwealth Industries Inc/De/)

Conduct of Business by Parent Pending the Merger. Parent agrees that, between the date of this Agreement and the Effective Time, except as expressly set forth in SECTION 5.02 of the Parent Disclosure Schedule or as specifically contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure Schedule, unless the Company shall otherwise consent in writing, Parent shall not:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Conductus Inc)

Conduct of Business by Parent Pending the Merger. bb) Parent agrees that, between the date of this Agreement and the earlier of the Effective TimeTime and the termination of this Agreement pursuant to Article VIII, except as set forth in Section 5.02 of the Parent Disclosure Schedule or as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure ScheduleAgreement, unless the Company shall otherwise consent in writing, Parent writing (which consent shall not:not be unreasonably withheld or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger And (Wits Basin Precious Minerals Inc)

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Conduct of Business by Parent Pending the Merger. Parent agrees that, between the date of this Agreement and the Effective Time, except Except as expressly contemplated by any other provision of this Agreement, Parent agrees that from the date of this Agreement or until the earlier of the termination of this Agreement and the Effective Time, Parent shall not except as set forth disclosed in Section 6.02 5.02 of the Parent Disclosure Schedule, unless directly or indirectly, do, or propose to do, any of the Company shall otherwise following without the prior written consent in writing, Parent shall notof the Company:

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Mayors Jewelers Inc/De)

Conduct of Business by Parent Pending the Merger. Parent agrees thatExcept as expressly contemplated by this Agreement or with the prior written consent of the Company (which shall not be unreasonably withheld or delayed), between during the period from the date of this Agreement and to the Effective Time, except as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure Schedule, unless the Company shall otherwise consent in writing, Parent shall not, and shall not permit any of its Subsidiaries to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Chesapeake Utilities Corp)

Conduct of Business by Parent Pending the Merger. Parent agrees that, between the date of this Agreement and the Effective Time, except as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure Schedule, unless the Company shall otherwise consent in writingAgreement, Parent shall use its commercially reasonable efforts to not:, directly or indirectly, without the prior written consent of the Company, take or cause to be taken any action that materially delays consummation of the transactions contemplated by this Agreement, or propose, announce an intention, enter into any agreement or otherwise make a commitment, to take any such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Heritage Property Investment Trust Inc)

Conduct of Business by Parent Pending the Merger. Parent agrees that, between the date of this Agreement and the Effective Time, except as expressly contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure ScheduleAgreement, unless the Company shall otherwise consent in writing, Parent shall not:writing (such consent not to be unreasonably withheld or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Deep Down, Inc.)

Conduct of Business by Parent Pending the Merger. (a) Parent agrees that, between the date of this Agreement and the Effective Time, except as expressly set forth in Section 5.02 of the Parent Disclosure Schedule or as contemplated by any other provision of this Agreement or as set forth in Section 6.02 of the Parent Disclosure ScheduleAgreement, unless the Company shall otherwise consent in writing, Parent shall not:writing (such consent not to be unreasonably withheld or delayed):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Publicis Groupe Sa)

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