Covenants of the Company Regarding the Conduct of Business. The Company covenants and agrees that, until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, unless the Purchaser otherwise consents in writing (to the extent that such consent is permitted by applicable Law), which consent will not be unreasonably withheld, conditioned or delayed, or expressly permitted or specifically contemplated by this Agreement, or as set out in the Exeter Disclosure Letter or as is otherwise required by applicable Law:
Covenants of the Company Regarding the Conduct of Business. (a) The Company covenants and agrees that, subject to Applicable Law, during the period from the date of this Agreement until the End Date and the time that this Agreement is terminated in accordance with its terms, except with the express prior written consent of the Parent and the Purchaser or as required or permitted by this Agreement, the Company shall conduct its business in the Ordinary Course and in accordance with Applicable Law. Provided However the Company will be permitted to enter into the Inventory Financing and Security Agreement and issue the Revolving Line of Credit Promissory Note.
Covenants of the Company Regarding the Conduct of Business. The Company agrees that, prior to the Effective Time, unless the Acquiror shall otherwise agree in writing, such agreement not to be unreasonably withheld, delayed or conditioned, or as otherwise expressly contemplated or permitted by this Agreement or the Disclosure Letter, the Company shall:
Covenants of the Company Regarding the Conduct of Business. The Company covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except (i) with the Purchaser’s consent in writing (to the extent that such consent is permitted by applicable Law), which consent will not be unreasonably withheld, conditioned or delayed, (ii) as expressly permitted or specifically contemplated by this Agreement, (iii) as set out in the Company Budget, or (iv) as is otherwise required by applicable Law or any Governmental Authority:
Covenants of the Company Regarding the Conduct of Business. The Company covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except (i) with the Purchaser's consent in writing (to the extent that such consent is permitted by applicable Law), which consent will not be unreasonably withheld, conditioned or delayed, (ii) as expressly permitted or specifically contemplated by this Agreement, (iii) as set out in the Company Disclosure Letter, (iv) as set out in the Company Budget, (v) as is otherwise required by applicable Law or any Governmental Authority, or (vi) as required to comply with or implement any COVID-19 Measures:
Covenants of the Company Regarding the Conduct of Business. The Company covenants and agrees that during the period from the date of this Agreement until the earlier of the Effective Date and the time that this Agreement is terminated in accordance with its terms, except (A) as expressly required by this Agreement or the Plan of Arrangement, (B) as required by applicable Law or Governmental Entity, (C) as expressly set forth in the Company Disclosure Letter, (D) as a result of or in connection with any COVID-19 Measures (provided that the Company shall consult with the Purchaser and consider in good faith any suggestions of the Purchaser prior to undertaking any COVID-19 Measures), (E) with the prior written consent of the Purchaser, such consent not to be unreasonably withheld, delayed or conditioned, or (F) as may otherwise be agreed in writing between the Purchaser and the Company:
Covenants of the Company Regarding the Conduct of Business. The Company covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required or permitted by this Agreement, as required by applicable Law or consented to by the Acquiror in writing (such consent not to be unreasonably withheld, conditioned or delayed), the Company shall, and shall cause each of its subsidiaries to, use their commercially reasonable efforts to conduct its and their business in the ordinary course of business consistent with past practice and maintain its books, records and accounts. Without limiting the generality of the foregoing, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required or permitted by this Agreement, the Company shall not, nor shall it permit any of its subsidiaries to, directly or indirectly, without the prior written consent of the Acquiror (which consent shall not be unreasonably withheld, conditioned or delayed), other than as set out in the Company Disclosure Letter:
Covenants of the Company Regarding the Conduct of Business. The Company covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except: (i) as required or expressly permitted by this Agreement; (ii) as required by applicable Laws or any Governmental Entities (iii) with the express prior written consent of Acquiror; or (iv) in connection with any COVID-19 Measures undertaken by the Company or its subsidiaries, the Company shall, and shall cause each of its material subsidiaries to, conduct its business in the ordinary course of business consistent with past practice. Without limiting the generality of the foregoing, from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except: (i) as required or expressly permitted by this Agreement; (ii) as required by applicable Laws or any Governmental Entities (iii) with the express prior written consent of Acquiror; (iv) in connection with any COVID-19 Measures undertaken by the Company or its subsidiaries; or (v) as set out in Schedule 5.1 of the Company Disclosure Letter, the Company shall not, nor shall it permit any of its material subsidiaries to, directly or indirectly, without the prior written consent of Acquiror (which consent shall not be unreasonably withheld or delayed):
Covenants of the Company Regarding the Conduct of Business. (1) The Company covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required by this Agreement or as otherwise expressly contemplated by this Agreement or disclosed in Section 5.1 of the Disclosure Letter, or as required by applicable Laws or any Governmental Entity or as consented to by the Acquiror in writing (which consent shall not be unreasonably withheld or delayed), the Company shall, and shall cause each of its subsidiaries to, conduct its business in the Ordinary Course, and use commercially reasonable efforts to maintain and preserve their business organization, assets, goodwill and business relationships and keep available the services of its respective officers and employees as a group. Without limiting the generality of the foregoing, from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except as required by this Agreement or as otherwise expressly contemplated by this Agreement or disclosed in Section 5.1 of the Disclosure Letter, the Company shall not, nor shall it permit any of its subsidiaries to, directly or indirectly, without the prior written consent of the Acquiror (such consent not to be unreasonably withheld or delayed):
Covenants of the Company Regarding the Conduct of Business. The Company covenants and agrees that, during the period from the date of this Agreement until the earlier of the Effective Time and the time that this Agreement is terminated in accordance with its terms, except: (a) as set out in Schedule 5.1 of the Company Disclosure Letter; (b) as required by this Agreement (including, for greater certainty, Section 5.3); (c) as required by applicable Law or by a Governmental Entity; or (d) with the prior written consent of the Purchaser such consent not to be unreasonably withheld in the case of Section 5.1(a), (f) to (t) and (v) to (x), conditioned or delayed, the Company shall, and shall cause each of its subsidiaries to, conduct its business in the ordinary course of business consistent with past practice, and shall use its commercially reasonable efforts to maintain its business organization, operations and goodwill and assets (which, for greater certainty, shall be in good working condition except for normal wear and tear) to keep available the services of its employees and to maintain satisfactory relationships with others having business relationships with the Company, to comply in all material respects with the terms of all Material Contracts and with applicable Laws and not make any material change in its business, assets, liabilities, operations, capital or affairs. Without limiting the generality of the foregoing, during such above-mentioned time period and subject to such above-mentioned exceptions, the Company shall not, nor shall it permit any of its subsidiaries to directly or indirectly:
