Conduct of the Companies. Except as set forth in Schedule 5.3 or Schedule 3.13 or as may be required in connection with the other provisions of this Agreement or the Transaction Documents, until the Closing, Seller shall not permit any Company to do any of the following without the prior written consent of Purchaser (such consent not to be unreasonably withheld, conditioned or delayed (except with respect to clause (a), (b)(A), (b)(C), (c), (h), (i) or (l) of this Section 5.3 or, to the extent related to such clauses, clause (m) of this Section 5.3)):
Conduct of the Companies. Except as contemplated by this Agreement, during the period from the Effective Date to the Closing Date, the Members will cause the Companies to conduct their business and operations in the ordinary course and, to the extent consistent therewith, to use reasonable efforts to preserve their respective current relationships with customers, employees, suppliers and others having business dealings with them. Accordingly, and without limiting the generality of the foregoing, during the period from the date of this Agreement to the Closing Date, without the prior written consent of FAAC, neither the Companies or the Members will take, and the Members will not permit the Companies to take, any action that would cause the representations set forth in Section 3.35 not to be true as of the Closing Date, except as expressly contemplated by this Agreement.
Conduct of the Companies. (a) From the date hereof until the Effective Time or until the earlier termination of this Agreement (the “Interim Period”), Seller shall not, and shall cause the Acquired Companies not to, enter into (or agree to enter into) any transaction with respect to the Purchased Securities, except as contemplated by this Agreement (including, without limitation, Section 6.2(c)) or with the prior written consent of Purchaser, which consent shall not be unreasonably withheld, conditioned or delayed. During the Interim Period, except as otherwise contemplated by this Agreement, set forth on Schedule 6.1(a) or consented to in writing by Purchaser, Seller shall, and shall cause the Acquired Companies to: (i) conduct the Business in the ordinary course of business; (ii) use commercially reasonable efforts to preserve intact the Business and to keep available the services of the Transferred Employees (as defined below), provided, that Seller and its Affiliates shall have no obligation to pay any Transferred Employee any stay or retention bonus or similar payment; and (iii) use commercially reasonable efforts to preserve the goodwill of, and maintain satisfactory relationships with, all material customers, suppliers, distributors, lessors, tenants, creditors, debtors, employees, consultants and agents of the Business.
Conduct of the Companies. (a) From the date hereof and prior to the earlier to occur of the Closing Date and the date that this Agreement is terminated in accordance with Article IX (the “Interim Period”), except as otherwise approved in writing by Buyer (which approval shall not be unreasonably withheld, conditioned or delayed, and provided that consent shall be deemed to have been given if Buyer does not object within five (5) Business Days after the date on which Seller requests such consent), Seller shall cause the Company Entities to:
Conduct of the Companies. From the date hereof until the Closing Date, Freeport shall cause the Companies to conduct their businesses in the Ordinary Course of Business consistent with past practice. Without limiting the generality of the foregoing, from the date hereof until the Closing Date, except as disclosed in Section 5.01 of the Companies Disclosure Schedule, or as required in order to comply with Applicable Law or as otherwise required by this Agreement, Freeport will not permit either Company to:
Conduct of the Companies. 5.1 The Parties shall at all times ensure, by the exercise of their voting rights and powers of control in relation to the Companies, full compliance with the provisions of this Operating Agreement so as to give full effect to its terms.
Conduct of the Companies. During the period from the date of this Agreement and continuing until the Closing or the earlier termination of the Agreement pursuant to Section 11 (the “Pre-Closing Period”), the Company agrees as to itself and the other Company Entities that, except (i) as expressly contemplated or permitted by this Agreement or the Schedules, (ii) as required by applicable Law or applicable COVID-19 Measures, or (iii) to the extent that the Buyer shall otherwise consent in writing, which consent shall not be unreasonably withheld, conditioned or delayed:
Conduct of the Companies. Except as disclosed on Schedule 5.01, from the date hereof until the Closing Date, the Sellers shall cause each Company and Subsidiary to conduct its business in the ordinary course consistent with past practice (including, without limitation, collecting receivables and paying or otherwise satisfying obligations and liabilities on a timely basis as they become due in the ordinary course of business and consistent with past practice) and to use its reasonable efforts to preserve intact its assets, business organizations and relationships with third parties and to keep available the services of its present officers and employees. Without limiting the generality of the foregoing, from the date hereof until the Closing Date, except as disclosed on Schedule 5.01 or as otherwise expressly contemplated by this Agreement, without the prior written consent of Buyer (which consent shall not be unreasonably withheld or delayed), the Sellers will not permit any Company or Subsidiary to take any of the following actions:
Conduct of the Companies. From the date hereof until the Closing Date, except as expressly provided otherwise in this Agreement, including Schedules 3.09 and 5.01 hereto, Seller shall cause each Company and each Subsidiary to conduct their businesses in the ordinary course consistent with past practices and to use their reasonable best efforts to preserve intact their business organizations and relationships with third parties and to keep available the services of their present officers and employees. Without limiting the generality of the foregoing, from the date hereof until the Closing Date, except as expressly provided otherwise in this Agreement, including Schedules 3.09 and 5.01 hereto, Seller will not permit any Company or any Subsidiary to:
Conduct of the Companies. During the term of this Agreement, Xxxxxxx and the Companies hereby agree that the Companies (i) shall operate and maintain their assets, properties and business, and otherwise conduct their business, only in the ordinary course of business and consistent with past practices, and (ii) will use all reasonable efforts to preserve substantially the relationships with their representatives, suppliers, principals and customers, perform its obligations under all contracts, leases, licenses and permits, and comply with all applicable laws. Xxxxxxx shall cause the Companies not to (a) enter into or agree to any transaction outside the scope and limits of the Business, (b) incur any indebtedness other than in the ordinary course of business and consistent with past practices, (c) issue any equity securities or rights to purchase equity securities, (d) increase or agree to increase the salary, compensation, bonus, or benefits of any of the directors, officers or employees of the Companies other than in the ordinary course of business and consistent with past practices, (e) make or cause to be made any dividends, advances or similar distributions of any kind to any shareholder, director, officer or employee of the Companies other than in the ordinary course of business and consistent with past practices, or (f) sell or otherwise dispose of or encumber any material asset or property of the Companies or any of their Affiliates.
