Conduct Until Closing Sample Clauses

Conduct Until Closing. 17.1.1 The Seller undertakes to ensure that the Lovoo Companies will conduct their business operations solely in the ordinary course of business and in accordance with the standard of care of a prudent merchant (Sorgfalt eines ordentlichen Kaufmanns) (and, in particular, ensure that from the Signing Date until and including the Closing Date the Lovoo Companies will maintain all their data and electronic records). Above all, no Lovoo Company shall
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Conduct Until Closing. The Company agrees, that until the Closing, the Company shall conduct its business solely in the ordinary course of business and, among other matters, shall not declare or make any distribution to any shareholders, enter into any related party transactions or sell any material assets of the Company (other than the Company’s products sold in the ordinary course of business).
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Conduct Until Closing. Without in any way limiting any other obligations of CGHS hereunder CGHS shall, until the Closing continue to perform the Project in a manner consistent with that of a prudent owner of a similar project, and shall not, without the prior written consent of Niagara, enter into any transaction or action or refrain from doing any action that, if effected before the date of this Agreement, would constitute a breach of any representation, warranty, covenant or other obligation of CGHS in this Agreement.
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Conduct Until Closing. The Grantor shall continue to operate and manage the Option Lands as it has in the past and in a good and businesslike manner as would a prudent owner of comparable property.
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Conduct Until Closing. 6.1The Partners shall cause the Seller to and the Seller shall during the period between the Execution Date and the Closing Date: Promptly supplement or amend any information given pursuant to this Agreement or any document delivered pursuant to this Agreement with respect to any matter which comes to the knowledge of the Seller, the Partners, the directors and/or key managerial personnel which makes it necessary to correct any information in this Agreement or any document delivered pursuant to this Agreement, which may be rendered inaccurate or misleading thereby, which would or is reasonably expected to cause or result in any of the Conditions Precedent not being satisfied or being delayed in violation of the provisions of this Agreement, or result in a Material Adverse Effect; Provide the Purchaser and its employees, representatives, officers, advisors and agents with reasonable access to the Seller’s personnel and all aspects of the Sale Business, the Business Undertaking, the Business Contracts and Records; Provide copies of any filings or reports filed by the Seller in relation to the Sale Business or the Business Undertaking with any Governmental Authority or such other filings as may be requested by the Purchaser, in each case within 1 (one) Business Day of such filing/request; Provide, as soon as reasonably practicable and in any event within 2 (two) Business Days and no later than the Closing Date, details/updates in relation to any Litigation of which the Seller or the Partners are aware (including any investigation or inquiry, of which the Seller/ Partners are aware, conducted by a Governmental Authority relating to the Seller or its direct or indirect shareholders or their ultimate beneficial owner) that may impede the Seller/ Partners from completing the transactions contemplated by this Agreement or which is likely to adversely affect the Sale Business, the Business Undertaking and/or the Business Contracts or the ability of the Seller to consummate the transaction contemplated hereby; and Continue to carry on the Sale Business in the Ordinary Course and in compliance with all applicable Laws.
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Conduct Until Closing. Fleet agrees that during the period from the date hereof through the Closing Date: (a) its business will be operated only in the ordinary course, (b) it will not dispose of any of its assets used in connection with its Business other than in the ordinary course of business and (c) it will not make any distribution or any other payment to its security holders (except as contemplated hereby), officers, directors or its or their affiliates, other than salary and management fees paid in the ordinary course of business consistent with past practice, unless with prior written consent of Cargo.
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Conduct Until Closing. During the period between the date this Agreement is executed and the Closing Date (the “Interim Period”), Seller shall cause GLARE to, at Seller’s or GLARE’s cost, not enter into any transaction outside the ordinary course of business or terminate, amend, modify or extend any existing lease.
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Conduct Until Closing. Except as expressly provided herein or as set forth in Schedule 9.10 or as Buyer may otherwise consent in writing, Seller agrees that from the date of this Agreement to the Closing Date, Seller agrees to use its best efforts to conduct the Operations only in the ordinary course and substantially as heretofore operated and will act in a manner so that, as of the Closing Date, the representations and warranties set forth in Article 7 will be true at the Closing Date. Furthermore, Seller shall use its best efforts:
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Related to Conduct Until Closing

  • Conduct Pending the Closing Acquirer, Target and the Shareholder covenant that between the date of this Agreement and the Closing as to each of them:

  • Conduct Pending Closing The business of Buyer shall be conducted only in the ordinary course consistent with past practices.

  • Conduct Prior to Closing Without in any way limiting any other obligations of the Vendor hereunder, during the period from the date hereof to the Time of Closing:

  • Certain Notifications Until Closing From the Signing Date until the Closing, the Company shall promptly notify the Investor of (i) any fact, event or circumstance of which it is aware and which would reasonably be expected to cause any representation or warranty of the Company contained in this Agreement to be untrue or inaccurate in any material respect or to cause any covenant or agreement of the Company contained in this Agreement not to be complied with or satisfied in any material respect and (ii) except as Previously Disclosed, any fact, circumstance, event, change, occurrence, condition or development of which the Company is aware and which, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect; provided, however, that delivery of any notice pursuant to this Section 3.4 shall not limit or affect any rights of or remedies available to the Investor; provided, further, that a failure to comply with this Section 3.4 shall not constitute a breach of this Agreement or the failure of any condition set forth in Section 1.2 to be satisfied unless the underlying Company Material Adverse Effect or material breach would independently result in the failure of a condition set forth in Section 1.2 to be satisfied.

  • 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 Prior to the Closing 39 5.1 Conduct of Business of the Company............................39 5.2 Exclusivity...................................................40

  • Cooperation Following the Closing Following the Closing, each Party shall deliver to the other Parties such further information and documents and shall execute and deliver to the other Parties such further instruments and agreements as any other Party shall reasonably request to consummate or confirm the transactions provided for herein, to accomplish the purpose hereof or to assure to any other Party the benefits hereof.

  • 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:

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