Common use of Conduct of Business; Interim Operations Clause in Contracts

Conduct of Business; Interim Operations. Pending the Closing of this Agreement and the transactions contemplated thereby, Xxxxxxxx shall use their best efforts to conduct the business of World Wide in a reasonable and prudent manner in accordance with its past practices, to preserve its existing business organizations and relationships with its employees, customers, clients and others with whom it has a business relationship, to preserve and protect its properties, and to conduct its business in compliance with applicable laws and regulations. Without the prior written consent of TRSG, World Wide shall not: (a) merge into or with or consolidate with, any other corporation; (b) amend its articles of incorporation or bylaws; (c) issue any capital stock or other securities, or grant or enter into any agreement to grant, any options, convertible rights, warrants, calls, or agreements relating to its securities; (d) enter into, or terminate, any material agreement; (e) engage in any one or more activities or transactions outside the ordinary course of business; (f) enter into any transaction or make any commitment which could result in any of the warranties and representations of Xxxxxxxx contained in this Agreement not being true and correct after the occurrence of such transaction or event.

Appears in 5 contracts

Samples: Stock Acquisition Agreement (Resourcing Solutions Group Inc), Stock Acquisition Agreement (Resourcing Solutions Group Inc), Stock Acquisition Agreement (Resourcing Solutions Group Inc)

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Conduct of Business; Interim Operations. Pending the Closing of this Agreement and the transactions contemplated thereby, Xxxxxxxx shall use their best efforts to conduct the business of World Wide Consolidated in a reasonable and prudent manner in accordance with its past practices, to preserve its existing business organizations and relationships with its employees, customers, clients and others with whom it has a business relationship, to preserve and protect its properties, and to conduct its business in compliance with applicable laws and regulations. Without the prior written consent of TRSGResourcing, World Wide Consolidated shall not: (a) merge into or with or consolidate with, any other corporation; (b) amend its articles of incorporation or bylaws; (c) issue any capital stock or other securities, or grant or enter into any agreement to grant, any options, convertible rights, warrants, calls, or agreements relating to its securities; (d) enter into, or terminate, any material agreement; (e) engage in any one or more activities or transactions outside the ordinary course of business; (f) enter into any transaction or make any commitment which could result in any of the warranties and representations of Xxxxxxxx contained in this Agreement not being true and correct after the occurrence of such transaction or event.

Appears in 5 contracts

Samples: Stock Acquisition Agreement (Resourcing Solutions Group Inc), Stock Acquisition Agreement (Resourcing Solutions Group Inc), Stock Acquisition Agreement (Resourcing Solutions Group Inc)

Conduct of Business; Interim Operations. Pending the Closing of this Agreement and the transactions contemplated thereby, Xxxxxxxx Peterson shall use their her best efforts to conduct the business of World Wide in a reasonable Unitex xx x xeasonable and prudent manner in accordance with its past practices, to preserve its existing business organizations and relationships with its employees, customers, clients and others with whom it has a business relationship, to preserve and protect its properties, and to conduct its business in compliance with applicable laws and regulations. Without the prior written consent of TRSGPacel, World Wide United shall not: (a) merge into or with or consolidate with, any other corporation; (b) amend its articles of incorporation or bylaws; (c) issue any capital stock or other securities, or grant or enter into any agreement to grant, any options, convertible rights, warrants, calls, or agreements relating to its securities; (d) enter into, or terminate, any material agreement; (e) engage in any one or more activities or transactions outside the ordinary course of business; (f) enter into any transaction or make any commitment which could result in any of the warranties and representations of Xxxxxxxx Peterson contained in this Agreement not being true and correct after the occurrence aftex xxx xxcurrence of such transaction or event.

Appears in 1 contract

Samples: Share Exchange Agreement (Pacel Corp)

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Conduct of Business; Interim Operations. Pending the Closing of this Agreement and the transactions contemplated thereby, Xxxxxxxx Peterson shall use their her best efforts to conduct the business of World Wide in Xxxx xx a reasonable and prudent manner in accordance with its past practices, to preserve its existing business organizations and relationships with its employees, customers, clients and others with whom it has a business relationship, to preserve and protect its properties, and to conduct its business in compliance with applicable laws and regulations. Without the prior written consent of TRSGPacel, World Wide shall not: (a) merge into or with or consolidate with, any other corporation; (b) amend its articles of incorporation or bylaws; (c) issue any capital stock or other securities, or grant or enter into any agreement to grant, any options, convertible rights, warrants, calls, or agreements relating to its securities; (d) enter into, or terminate, any material agreement; (e) engage in any one or more activities or transactions outside the ordinary course of business; (f) enter into any transaction or make any commitment which could result in any of the warranties and representations of Xxxxxxxx Peterson contained in this Agreement not being true and correct after the occurrence aftex xxx xxcurrence of such transaction or event.

Appears in 1 contract

Samples: Share Exchange Agreement (Pacel Corp)

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