Conduct of Business Pending Closing Date Sample Clauses

Conduct of Business Pending Closing Date. From the date of this Agreement and until the earlier of the Closing Date or the termination of this Agreement, the Seller shall:
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Conduct of Business Pending Closing Date. During the period commencing on the date hereof and continuing through the Closing Date, Seller agrees (except as expressly otherwise contemplated by this Agreement or to the extent that Purchaser shall otherwise consent in writing) that:
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Conduct of Business Pending Closing Date. From the date of this Agreement and until the earlier of the Closing Date or the termination of this Agreement, the Seller shall (w) conduct business at the Branches in the ordinary course substantially in the manner as conducted on the date of this Agreement, except for activities or transactions contemplated by this Agreement, (x) maintain the Branches in their current condition, ordinary wear and tear excepted, (y) use its commercially reasonable efforts to preserve its business relationships with its depositors and customers related to the Loans, and (z) shall not, without the prior written consent of the Purchaser (such consent not to be unreasonably withheld, conditioned or delayed):
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Conduct of Business Pending Closing Date. With respect to the period from the Transfer Date to the Closing Date, the Parties agree that the following provisions apply as if this Agreement were executed on the Transfer Date:
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Conduct of Business Pending Closing Date. Except as set forth on Schedule 2.10 of the Disclosure Schedules, and except to the extent required by law, regulation or regulatory authority, without the prior written consent of the Purchaser (which consent shall not be unreasonably withheld), during the period from the date of this Agreement and until the Effective Time, the Seller shall cause the Bank to:
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Conduct of Business Pending Closing Date. A. Pending the Closing Date, Seller shall continue to ship the Product and bill and collect all revenues therefrom in the same manner xs previously, provided, however, that Seller shall with regards to current Product bid contracts or new contract bids will consult with Purchaser to insure that the customers receive reasonable attention and a timely bid or quote. The amounts of Products sold by Seller prior to the Closing Date shall be deducted from those amounts due to Purchaser pursuant to Section 10H, hereunder. On the Closing Date, Seller shall pay to Purchaser an amount equal Seller's Net Sales made during the time from November 1, 1995 to the Closing Date subtracting five (5%) percent of the total for administrative expenses related to the sales. Further, Seller agrees not to enter into any commitments, arrangements, or other matters that would materially affect the manufacture or sale of the Product, including any promotional incentives that would cause wholesalers or other direct accounts to purchase more than normal inventory needs, without the prior written consent of Purchaser. To accomplish the foregoing, Seller agrees to assure the stability of enough Product to supply normal demand, without back-orders, until the Closing Date, and to accept returns on all out-dated Product that was sold or in distribution prior to the Closing Date. As soon as is reasonably practical after the execution of this Agreement, Seller and Purchaser will jointly notify all distributors and Purchasers of the Product of the change in ownership of the Product, with instructions on ordering and handling returns of the Product. After the Closing Date, in the event Purchaser, in good faith, accepts returns of Product delivered by Seller prior to the Closing Date, Seller agrees to reimburse Purchaser for such reasonable amounts returned Product upon presentment thereof by Purchaser.
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Conduct of Business Pending Closing Date 
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Related to Conduct of Business Pending Closing Date

  • Conduct of Business Pending Closing Between the date of this Agreement and the Funding and Consummation Date, the Company will, except as set forth on Schedule 7.2:

  • Conduct of Business Pending the Closing From and after the execution and delivery of this Agreement and until the Closing Date, except as otherwise provided by the prior written consent or approval of the Buyer:

  • Conduct of Business Pending Consummation 7.1 Affirmative Covenants of Each Party. From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, unless the prior written consent of the other Party shall have been obtained, and except as otherwise expressly contemplated herein, each Party shall and shall cause each of its Subsidiaries to (i) operate its business only in the usual, regular, and ordinary course, (ii) preserve intact its business organization and material Assets and maintain its rights and franchises, and (iii) take no action that would (A) materially adversely affect the ability of either Party to obtain any Consents required for the transactions contemplated hereby without imposition of a condition or restriction of the type referred to in the last sentences of Section 9.1(b) or 9.1(c), or (B) materially adversely affect the ability of either Party to perform its covenants and agreements under this Agreement.

  • CONDUCT OF BUSINESS PENDING THE MERGER Section 6.01 Conduct of Business by the Company Pending the Merger.

  • Conduct of the Business Pending the Closing (a) Except as otherwise expressly contemplated by this Agreement or with the prior written consent of the Purchaser, the Sellers shall, and shall cause the Company to:

  • Conduct of Business Prior to Closing Except as otherwise expressly required or contemplated by this Agreement or applicable Law, or with the prior written consent of the Investor, between the date of this Agreement and the Closing, the Company shall, and the Company shall cause each Company Subsidiary to:

  • Conduct of Business Prior to the Effective Time Except as otherwise expressly contemplated or permitted by this Agreement or with the prior written consent of TD Banknorth, during the period from the date of this Agreement to the Effective Time, Hxxxxx United shall, and shall cause each of its Subsidiaries to, (i) conduct its business in the usual, regular and ordinary course consistent with past practice, (ii) use reasonable best efforts to maintain and preserve intact its business organization, and its rights, authorizations, franchises and other authorizations issued by Governmental Entities, preserve its advantageous business relationships with customers, vendors and others doing business with it and retain the services of its officers and key employees and (iii) take no action which would reasonably be expected to adversely affect the receipt of any approvals of any Governmental Entity required to consummate the transactions contemplated hereby or to consummate the transactions contemplated hereby or delay the receipt of such approvals subsequent to the date set forth in Section 9.1(c).

  • Conduct of Business Prior to the Closing From the date hereof until the Closing, except as otherwise provided in this Agreement or consented to in writing by Buyer (which consent shall not be unreasonably withheld or delayed), Seller shall, and shall cause the Company to, (x) conduct the business of the Company in the ordinary course of business consistent with past practice; and (y) use reasonable best efforts to maintain and preserve intact the current organization, business and franchise of the Company and to preserve the rights, franchises, goodwill and relationships of its employees, customers, lenders, suppliers, regulators and others having business relationships with the Company. Without limiting the foregoing, from the date hereof until the Closing Date, Seller shall:

  • Conduct of Business of Parent Except as contemplated by this Agreement, from the date of this Agreement until the Effective Time, Parent will not do, and will not permit any of its subsidiaries to do, any of the following without the prior written consent of the Company (such consent not to be unreasonably withheld or delayed):

  • Conduct of Business by Parent Pending the Merger Parent and Acquisition Sub covenant and agree with the Company that between the date hereof and the Effective Time or the date, if any, on which this Agreement is terminated pursuant to Section 8.1, Parent and Acquisition Sub:

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