Conduct of the Business of Parent. Parent shall, and shall cause each of its Subsidiaries to, during the period from the date of this Agreement until the Effective Time, except as expressly contemplated by this Agreement or as required by applicable Law or with the prior written consent of the Company, conduct its business in the Ordinary Course of Business. Without limiting the generality of the foregoing, between the date of this Agreement and the Effective Time, except as otherwise expressly contemplated by this Agreement or as set forth in Section 5.02 of the Parent Disclosure Schedule or as required by applicable Law, Parent shall not, nor shall it permit any of its Subsidiaries to, without the prior written consent of the Company (which consent shall not be unreasonably withheld, conditioned, or delayed):
Appears in 2 contracts
Samples: First Amended and Restated Agreement and Plan of Merger (FISION Corp), Agreement and Plan of Merger (FISION Corp)
Conduct of the Business of Parent. Parent shall, and shall cause each of its Subsidiaries to, during During the period from the date of this Agreement until the earlier of the termination of this Agreement (in accordance with its terms) or the Effective Time, Parent shall, and shall cause each of its Subsidiaries, except as expressly contemplated by this Agreement or as required by applicable Law Law, or with the prior written consent of the CompanyCompany (which consent shall not be unreasonably withheld, conditioned, or delayed), use its reasonable best efforts to conduct its business in the Ordinary Course of Businessordinary course, consistent with past practice, in all material respects. Without limiting the generality of the foregoing, between the date of this Agreement and the Effective Time, except as otherwise expressly contemplated permitted by this Agreement or Agreement, as set forth in Section 5.02 of the Parent Disclosure Schedule Letter, or as required by applicable Law, Parent shall not, nor shall it permit any of its Subsidiaries to, without the prior written consent of the Company (which consent shall not be unreasonably withheld, conditioned, or delayed):
Appears in 2 contracts
Samples: Merger Agreement (Chicken Soup for the Soul Entertainment, Inc.), Merger Agreement (Redbox Entertainment Inc.)
Conduct of the Business of Parent. Parent shall, and shall cause each of its Subsidiaries to, during During the period from the date of this Agreement until the earlier of the termination of this Agreement (in accordance with its terms) or the Effective Time, Parent shall, and shall cause each of its Subsidiaries, except as expressly permitted or contemplated by this Agreement or Agreement, as required by applicable Law Law, or with the prior written consent of the CompanyCompany (which consent shall not be unreasonably withheld, conditioned, or delayed), to conduct its business in the Ordinary Course ordinary course of Businessbusiness. Without limiting the generality of the foregoing, between the date of this Agreement and the Effective Time, except as otherwise expressly permitted or contemplated by this Agreement or as set forth in Section 5.02 of the Parent Disclosure Schedule Agreement, or as required by applicable Law, Parent shall not, nor shall it permit any of its Subsidiaries to, without the prior written consent of the Company (which consent shall not be unreasonably withheld, conditioned, or delayed):
Appears in 1 contract
Samples: Agreement and Plan of Merger (INVO Bioscience, Inc.)
Conduct of the Business of Parent. Parent shall, and shall cause each of its Subsidiaries to, during During the period from the date of this Agreement until the Effective Time, Parent shall, and shall cause each of its Subsidiaries, except as expressly contemplated by this Agreement or Agreement, as required by applicable Law Law, or with the prior written consent of the CompanyCompany (which consent shall not be unreasonably withheld, conditioned, or delayed), to use its reasonable best efforts to conduct its business in the Ordinary Course ordinary course of Businessbusiness consistent with past practice in all material respects. Without limiting the generality of the foregoing, between the date of this Agreement and the Effective Time, except as otherwise expressly contemplated by this Agreement or as set forth in Section 5.02 of the Parent Disclosure Schedule Agreement, or as required by applicable Law, Parent shall not, nor shall it permit any of its Subsidiaries to, without the prior written consent of the Company (which consent shall not be unreasonably withheld, conditioned, or delayed):
Appears in 1 contract
Samples: Agreement and Plan of Merger (AppTech Payments Corp.)