Conduct of Sellers. Except (A) as required by applicable Law, Order or a Governmental Body, (B) for any limitations or changes on operations as a result of a bankruptcy filing or otherwise imposed by the Bankruptcy Court or the Bankruptcy Code or Sellers’ debtor-in-possession financing or use of cash collateral, as the case may be, (C) as expressly contemplated, required or permitted by this Agreement, (D) to the extent related to an Excluded Asset or an Excluded Liability, during the period from the date of this Agreement until the Closing (or such earlier date and time on which this Agreement is terminated pursuant to Article VII), unless Purchaser otherwise consents in writing (such consent not to be unreasonably withheld, delayed or conditioned), Sellers shall not sell, lease, transfer or assign to any Person, in a single transaction or series of related transactions, any of the Acquired Assets, and (E) Sellers shall use their commercially reasonable efforts to maintain the Acquired Assets in a manner consistent with past practice, in each case except as would not reasonably be expected to have a material detrimental effect on the Acquired Assets.
Conduct of Sellers. From the date hereof and until the Settlement Date or earlier termination of this Agreement in accordance with Section 7.1, the Sellers shall not enter into any agreement with respect to the Shares that will result in the creation of any Encumbrance or that in any manner would impair their capacity to transfer the Shares in the Offer or would limit the right of the Offeror to exercise the Political Rights over the Trust Shares.
Conduct of Sellers. Before the expiration of the Option, except as permitted by the prior written consent of Purchaser, but without creating any liability, commitment, or obligation of Purchaser, Sellers shall comply with Section 5.2 "Conduct Before Closing Date" of the Supplement.
Conduct of Sellers. Conopco hereby covenants with Purchaser that, during the period from the date hereof to the Closing Date:
Conduct of Sellers. Except (w) as required by applicable Law, Order or a Governmental Body, (x) for any required limitations or changes of operations as a result of a bankruptcy filing or otherwise imposed by the Bankruptcy Court or the Bankruptcy Code, (y) as expressly contemplated, required or permitted by this Agreement, or (z) to the extent related to an Excluded Asset or an Excluded Liability, during the period from the date of this Agreement until the Closing (or such earlier date and time on which this Agreement is terminated pursuant to Article VII), unless Purchaser otherwise consents in writing (such consent not to be unreasonably withheld, delayed or conditioned), (a) Sellers shall not sell, lease, transfer or assign to any Person, in a single transaction or series of related transactions, any of the Acquired Assets, other than sales in the ordinary course of the Business, and (b) Sellers shall use their commercially reasonable efforts to (i) maintain and operate the Acquired Assets in a manner consistent with past practice, (ii) maintain the books, accounts and records relating to the Acquired Assets and Assumed Liabilities in accordance with past custom and practice in all material respects, (iii) preserve intact, in all material respects, the business organizations and relationships with third parties of the Acquired Assets and keep available the services of the employees, consultants and agents of the Business in connection with the services such persons provided in respect of the Acquired Assets in the ordinary course of business consistent with past practice, and (iv) comply, in all material respects, with all applicable Laws and Orders applicable to the Acquired Assets and Acquired Liabilities and (v) pay all applicable Taxes as such Taxes become due and payable.
Conduct of Sellers. Except as expressly provided in this Agreement, no Seller shall enter into any agreement inconsistent with Section 6.1.
Conduct of Sellers. No Seller shall (i) sell, lease, mortgage or otherwise subject to any Lien or enter into any transaction of any kind or character with respect to, the Interests held by such Seller or (ii) take any action which has, or could reasonably be expected to have, the effect of preventing or materially delaying the Closing or making any of the representations and warranties of any of the Sellers or the Partnership false or inaccurate as of the Closing Date.
