Common use of Operating Covenants Generally Clause in Contracts

Operating Covenants Generally. After the date of this Agreement and prior to Closing, except as required by applicable Law (including the Bankruptcy Code), as consented to in writing by Purchaser (which consent shall not be unreasonably withheld, conditioned or delayed) or as required by any Order of the Bankruptcy Court, Seller shall continue to operate the Building and its business in accordance with its past practices and in accordance with sound principles of management so as to maintain the Property in the same condition as of the date of this Agreement, ordinary wear and tear, casualty and Condemnation excepted. From and after the Effective Date, Seller shall not, except as required by applicable Law (including the Bankruptcy Code) or as required by any Order of the Bankruptcy Court, without Purchaser’s prior written consent, which may be withheld in Purchaser’s sole discretion, (i) alter or permit waste upon the Land or Building, (ii) grant any easements or rights-of-way affecting the Property, (iii) convey any estate or interest in the Property, (iv) further encumber the Property, or (v) move or demolish any existing buildings or other structures located on the Land. It is understood and agreed that on or after the date of this Agreement the business operations and activities conducted at the Property will cease and that no employees of Seller or its subsidiaries will be employed at the Property, and that Purchaser will need to restart such operations and rehire such employees (to the extent Purchaser intends to continue such operations with some or all of such employees) upon its acquisition of the Property at the Closing.