COVENANTS RELATING TO THE CONDUCT OF BUSINESS Sample Clauses

COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Section 5.1. Conduct of Business by DOCP Pending the Merger. Except as set forth in this Agreement or in Section 5.1 of the DOCP Disclosure Schedule, during the period from the date of this Agreement to the Effective Time, other than with LLC's prior written consent, DOCP and each DOCP Subsidiary shall not, voluntarily or involuntarily, (a) take any action, regulatory or otherwise, inconsistent with facilitating consummation of the transactions contemplated hereby or (b) take any of the following actions:
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COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Section 6 Conduct of Business of the Company. . . . . . . . . . . . . . 29 ARTICLE VII ADDITIONAL AGREEMENTS
COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Section 5.1. Conduct of Business by DOCP Pending the Merger............................ 20 Section 5.2. Other Actions........................... 22
COVENANTS RELATING TO THE CONDUCT OF BUSINESS. 5.1. Conduct of Business of the Company. Except as provided for in this Agreement or as set forth in Section 5.1 of the Company Disclosure Letter, from the date of this Agreement to the Closing Date, the Company shall, and shall cause its Subsidiaries to, carry on their respective businesses only in the ordinary course of business and, to the extent consistent therewith, use reasonable best efforts to preserve intact their current business organizations and their relationships with agents, insureds and others having business dealings with them. Without limiting the generality of the foregoing, from the date of this Agreement to the Closing Date, except as contemplated by this Agreement, the Company shall not, and shall not permit any of its Subsidiaries to, without the prior consent of Parent:
COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Section 6 Conduct of Business of the Company . Except as set forth in Section 6 of the Company's Disclosure Schedule, during the period from the date of this Agreement to the Closing Date (unless Acquiror shall otherwise consent in writing and except as otherwise expressly contemplated or permitted by this Agreement), the Company will, and will cause the Subsidiaries of the Company to, to the extent permitted by this Agreement, operate their businesses in good faith with the goal of preserving intact their assets and current business organizations, keeping available the services of their current officers and employees, maintaining their Material Contracts and preserving their relationships with customers, suppliers, creditors, brokers, agents and others having business dealings with them, it being understood that the failure to so preserve, keep or maintain shall not be a breach of this Section 6 so long as such businesses are operated in good faith as aforesaid. Without limiting the generality of the foregoing, and except as otherwise expressly contemplated by this Agreement, or as set forth in Section 6 of the Company's Disclosure Schedule, or as agreed to in writing by Acquiror, the Company agrees as to itself and its Subsidiaries that:
COVENANTS RELATING TO THE CONDUCT OF BUSINESS. 4.1 Conduct of Transferred Business by the Sellers. From the date hereof through the Closing, each of the Sellers shall, except as otherwise contemplated by this Agreement, as set forth in Schedule 4.1, or as consented to by Purchaser in writing (which consent will not unreasonably be withheld or delayed), use commercially reasonable efforts to: (i) operate its portion of the Transferred Business in the ordinary course and substantially in accordance with past practice, (ii) preserve intact all rights, privileges, franchises and other authority adequate or necessary for the conduct of the Transferred Business as currently conducted, (iii) keep available the services of the key Business Employees, and (iv) maintain relationships with customers, suppliers, licensors, licensees, distributors and others having business dealings with the Transferred Business consistent with past practice. Without limiting the generality of the foregoing, unless consented to by Purchaser in writing (which consent shall not unreasonably be withheld or delayed), each of the Sellers shall not, and shall cause their respective Affiliates not to, with respect to the Transferred Business:
COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Non-Solicitation ---------------------------------------------------------------
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COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Except for matters permitted or contemplated by this Agreement, from the date of this Agreement to the Closing Date, Seller agrees to conduct the Business in the usual, regular and ordinary course in substantially the same manner as previously conducted and to use commercially reasonable efforts to keep available the services of the employees employed in connection with the Business and keep its relationships with program managers, customers, suppliers, licensors, licensees, distributors and others having business dealings with the Business to the end that its goodwill and ongoing business shall be unimpaired at the Closing Date. In addition, and without limiting the generality of the foregoing, except for matters permitted or contemplated by this Agreement, from the date of this Agreement to the Closing Date, the Seller agrees that it shall not undertake any of the following actions with respect to the Business without the prior written consent of the Buyer:
COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Except for matters permitted or contemplated by this Agreement, from the date of this Agreement to the Closing Date, the Stockholder agrees to cause the Company to conduct its business in the usual, regular and ordinary course in substantially the same manner as previously conducted and to use commercially reasonable efforts to keep available the services of the employees employed by the Company and keep its relationships with program managers, customers, suppliers, licensors, licensees, distributors and others having business dealings with the business to the end that its goodwill and ongoing business shall be unimpaired at the Closing Date. The Stockholder will cause the Company to maintain in full force and effect the policies of insurance listed on Schedule 3.26, subject only to variations required by the ordinary operations of its business, or else will obtain, prior to the lapse of any such policy, substantially similar coverage with insurers of recognized standing. In addition, and without limiting the generality of the foregoing, except for matters permitted or contemplated by this Agreement, from the date of this Agreement to the Closing Date, the Stockholder agrees that it shall not permit or cause the Company to undertake any of the following actions with respect to its business without the prior written consent of Buyer:
COVENANTS RELATING TO THE CONDUCT OF BUSINESS. Section 5.1. Conduct of Business by DOCP Pending the Merger. . . . . . . . . . . . . . . . 20 Section 5.2.
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