Common use of Conduct of Business Prior to Closing Clause in Contracts

Conduct of Business Prior to Closing. From the date hereof until the Applicable Closing, except as otherwise provided in this Agreement or consented to in writing by Purchaser (which consent shall not be unreasonably withheld or delayed), the Company shall, (x) conduct the business of the Company and its subsidiaries 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 and/or its subsidiaries. Without limiting the foregoing, from the date hereof until the Closing Date, Company shall:

Appears in 3 contracts

Samples: Share Subscription Agreement (Benitec Biopharma LTD/ADR), Share Subscription Agreement (California Capital Equity, LLC), Share Subscription Agreement (Benitec Biopharma LTD/ADR)

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Conduct of Business Prior to Closing. From the date hereof until the Applicable Closing, except as otherwise provided in this Agreement or consented to in writing by Purchaser Buyer (which consent shall not be unreasonably withheld or delayed), the Company shall, Seller shall (x) to the extent reasonably possible, conduct the business of the Company and its subsidiaries Business in the ordinary course of business consistent with past practice; and (y) use commercially reasonable best efforts to maintain and preserve intact the its current Business organization, business operations 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 and/or its subsidiariesBusiness. Without limiting the foregoing, from the date hereof until the Closing Date, Company the Seller shall:

Appears in 1 contract

Samples: Asset Purchase Agreement (Pressure Biosciences Inc)

Conduct of Business Prior to Closing. From the date hereof of this Agreement until the Applicable ClosingClosing Date, except as otherwise provided in this Agreement or consented to in writing by Purchaser (which consent shall not be unreasonably withheld or delayed), the Company shall, (x) conduct the business of the Company and its subsidiaries shall, and the Initial Sellers shall cause the Company and its subsidiaries to, operate and maintain the Business in the ordinary course of business consistent with past practice; practice and (y) use commercially reasonable best efforts to maintain and preserve intact the current business organization, business operations, goodwill, reputation and franchise relationships with third parties of the Company and its subsidiaries and to preserve keep available the rights, franchises, goodwill services of the Company’s and relationships of its employees, customers, lenders, suppliers, regulators and others having business relationships with the Company and/or its subsidiaries’ present officers and employees. Without limiting the generality of the foregoing, from the date hereof until of this Agreement to the Closing Date, the Company shall:and its subsidiaries shall (except as otherwise consented to in writing by Xxxxx, which consent shall not be unreasonably withheld, conditioned, or delayed):

Appears in 1 contract

Samples: Membership Interest Purchase Agreement

Conduct of Business Prior to Closing. From the date hereof until the Applicable Closing, except as otherwise provided in this Agreement or consented to in writing by Purchaser Buyer (which consent shall not be unreasonably withheld withheld, delayed or delayedconditioned), the Company shall, and the Equity Holders shall cause the Company to: (x) conduct the business of the Company and its subsidiaries Business in the ordinary course Ordinary Course of business Business consistent with past practice; and (y) use commercially reasonable best efforts to maintain and preserve intact the its current Business organization, business operations 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 and/or its subsidiariesBusiness. Without limiting the foregoing, from the date hereof until the Closing Date, the Company shall, and the Equity Holders shall cause the Company to:

Appears in 1 contract

Samples: Stock Purchase Agreement (EVO Transportation & Energy Services, Inc.)

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Conduct of Business Prior to Closing. From the date hereof until the Applicable Closing, except as otherwise provided in this Agreement or consented to in writing by Purchaser Buyer (which consent shall not be unreasonably withheld withheld, delayed or delayedconditioned), the Company shall, and the Equity Holders shall cause the Company to: (x) conduct the business of the Company and its subsidiaries Business in the ordinary course Ordinary Course of business Business consistent with past practice; and (y) use commercially reasonable best efforts to maintain and preserve intact the its current Business organization, business operations 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 and/or its subsidiariesBusiness. Without limiting the foregoing, from the date hereof until the Closing Date, the Company shall, and the Equity Holders shall cause the Company to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (EVO Transportation & Energy Services, Inc.)

Conduct of Business Prior to Closing. From the date hereof until the Applicable Closing, except as otherwise specifically provided in this Agreement, the Asset Purchase Agreement or consented to in writing by Purchaser Buyer (which consent shall not be unreasonably withheld or delayed), Seller shall, and shall cause the Company shallto, (x) conduct the business of Seller and the Company and its subsidiaries in the ordinary course of business consistent with past practice; , and (y) use commercially 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 their respective employees, customers, lenders, suppliers, regulators and others having business relationships with the Company and/or its subsidiariesCompany. Without limiting the foregoing, from the date hereof until the Closing Date, Seller shall, and shall cause the Company shallto:

Appears in 1 contract

Samples: Securities Purchase Agreement (Cherry Hill Mortgage Investment Corp)

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