Common use of Conduct of Business by the Parties Clause in Contracts

Conduct of Business by the Parties. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement pursuant to ARTICLE VIII or the Effective Time, except as contemplated by this Agreement, each of Pathworks-Florida, Merger Sub and Parent shall conduct their respective businesses in the ordinary course and in substantial compliance with all applicable laws and regulations, pay their respective debts and Taxes when due subject to good faith disputes over such debts or Taxes, pay or perform other material obligations when due subject to good faith disputes over such obligations, and use their commercially reasonable efforts consistent with past practices and policies to (i) preserve intact their present business organization; (ii) keep available the services of each of their present officers and employees, respectively; and (iii) preserve their relationships with customers, suppliers, distributors, licensors, licensees and others with which each party has business dealings material to their respective business.

Appears in 1 contract

Samples: Merger Agreement (Lexicon United Inc)

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Conduct of Business by the Parties. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement pursuant to ARTICLE VIII its terms or the Effective Time, except as contemplated by this Agreement, each of Pathworks-Florida, Merger Sub Jade and Parent and its Subsidiaries shall conduct carry on their respective businesses business in the ordinary course in substantially the same manner as heretofore conducted and in substantial compliance with all applicable laws and regulations, pay their respective debts and Taxes taxes when due subject to good faith disputes over such debts or Taxestaxes, pay or perform other material obligations when due subject to good faith disputes over such obligations, and use their commercially reasonable efforts consistent with past practices and policies to (i) preserve intact their present business organization; , (ii) keep available the services of each of their present officers and employees, respectively; , and (iii) preserve their relationships with customers, suppliers, distributors, licensors, licensees and others with which each party has business dealings material to their respective business.

Appears in 1 contract

Samples: Merger Agreement (Dominix Inc)

Conduct of Business by the Parties. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement pursuant to ARTICLE VIII its terms or the Effective Time, except as contemplated by this Agreement, each of Pathworks-Florida, Merger Sub OrthoNetx and its Subsidiaries and Parent and its Subsidiaries shall conduct carry on their respective businesses business in the ordinary course and in substantial compliance with all applicable laws and regulations, pay their respective debts and Taxes taxes when due subject to good faith disputes over such debts or Taxestaxes, pay or perform other material obligations when due subject to good faith disputes over such obligations, and use their commercially reasonable efforts consistent with past practices and policies to (i) preserve intact their present business organization; , (ii) keep available the services of each of their present officers and employees, respectively; , and (iii) preserve their relationships with customers, suppliers, distributors, licensors, licensees and others with which each party has business dealings material to their respective business.

Appears in 1 contract

Samples: Merger Agreement (Eye Dynamics Inc)

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Conduct of Business by the Parties. During the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement pursuant to ARTICLE VIII its terms or the Effective Time, except as contemplated by this AgreementClosing Date, each of Pathworks-Florida, Merger Sub ONTN and Parent Global shall conduct their carry on its respective businesses in the ordinary and usual course in substantially the same manner as heretofore conducted and in substantial compliance with all applicable laws and regulations, pay their respective debts and Taxes taxes when due due. subject to good faith disputes over such debts or Taxestaxes, pay or perform other material obligations when due due, subject to good faith disputes over such obligations, and use their commercially reasonable efforts consistent with past practices and policies to (i) preserve intact their present business organization; organizations, (ii) keep available the services of each of their present officers and employees, respectively; , and (iii) preserve their relationships with customers, suppliers, distributors, licensors, licensees and others with which each party has business dealings material to their its respective business.

Appears in 1 contract

Samples: Share Exchange Agreement (110 Media Group, Inc.)

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