Operation in the Ordinary Course. Except as otherwise disclosed herein or set forth in Schedule 5.7, or otherwise contemplated or permitted pursuant to the terms hereof, since September 30, 2006 and until the date hereof, the Business has been operated in the ordinary course of business consistent with Good Utility Practice.
Operation in the Ordinary Course. Except as set forth in Schedule 7.1, as contemplated by the Debt Commitment Letter, or as has been approved by the Company’s Board of Directors prior to the execution hereof, between the date of this Agreement and the Closing or the earlier termination of this Agreement in accordance with Section 6.3, and except for what is expressly provided for in the Transaction Documents or what may be authorized by the Investors, the Company shall, and shall cause each of its Subsidiaries, to (a) use its respective commercially reasonable efforts to maintain its existence in good standing pursuant to applicable law, (b) conduct its business and operations in the ordinary course of business and (c) use its reasonable best efforts to (i) preserve intact its material assets, properties, contracts or other legally binding understandings, licenses and business organizations; (ii) keep available the services of its current officers and key employees; and (iii) preserve the current relationships with charterers, customers, third-party vessel managers, suppliers, distributors, lessors, licensors, licensees, creditors, contractors, governmental or regulatory authorities and other Persons with whom the Company or any of its Subsidiaries has business relations. Except as set forth in Schedule 7.1, as contemplated by the Debt Commitment Letter, or as has been approved by the Company’s Board of Directors prior to the execution hereof, between the date of this Agreement and the Closing or the earlier termination of this Agreement in accordance with Section 6.3, and except for what is expressly provided for in the Transaction Documents or what may be authorized by the Investors, the Company shall not, and shall cause each of its Subsidiaries not, to (a) declare, set aside or pay any dividend or make any other distribution in respect of any of the equity securities of the Company or any non-wholly owned Subsidiary of the Company, or any direct or indirect redemption, purchase, or other acquisition of any of such equity securities by the Company or any non-wholly owned Subsidiary of the Company other than with respect to the cashless exercise of warrants outstanding on the date hereof, (b) incur, assume or guarantee any indebtedness for borrowed money other than indebtedness among the Company and any of its Subsidiaries or in the ordinary course of business (other than as contemplated by the Debt Commitment Letter), (c) issue, sell or otherwise dispose any equity securities of the Com...
Operation in the Ordinary Course. The General Partner shall use reasonable efforts to operate the Partnership and the Property in the ordinary course of business between the date hereof and the closing of the Consolidation, including making any necessary capital expenditures and leasing expenditures consistent with past practices to maintain the quality and value of the Property.
Operation in the Ordinary Course. The Sellers and OVT shall have operated the Business in the ordinary course (except as otherwise permitted by this Agreement or as agreed to by Purchaser as evidenced by Purchaser's prior written consent), and Purchaser shall have received a certificate dated as of the Closing Date, executed by an authorized officer of OVT and Sellers to such effect.
Operation in the Ordinary Course. Subject to Sections 9.1 and 9.2, above, and except to the extent that such maintenance is the obligation of any tenant under the Leases, from the date of this Agreement until the Close of Escrow, Seller shall (i) operate and manage the Property in the ordinary course and consistent with Seller’s past practices, (ii) maintain all present services and amenities, (iii) maintain the Property in good condition, repair and working order (but Seller shall not be required to make capital improvements), (iv) keep on hand sufficient materials, supplies, equipment and other personal property for the efficient operation and management of the Property, (v) maintain all property damage insurance policies carried by Seller with respect to the Property in effect as of the Effective Date (or obtain comparable replacement policies), and (vi) perform when due, and otherwise comply with, all of Seller’s obligations and duties under the Leases and Approved Contracts. None of the Personal Property shall be removed from the Real Property, unless replaced by unencumbered personal property of equal or greater utility and value. All Personal Property and Intangible Personal Property shall be conveyed to Buyer by Seller at the Close of Escrow free from any liens, encumbrances or security interests of any kind or nature other than the Permitted Exceptions.
Operation in the Ordinary Course. Each of the parties hereto agrees as to itself and its subsidiaries that (except as expressly contemplated or permitted by this Agreement or to the extent that the other party hereto shall other wise consent in advance, which consent shall not be unreasonably withheld and shall subsequently be confirmed in writing) to carry on its respective business in the usual, regular and ordinary course and it shall, and shall cause its subsidiaries to, use all reasonable efforts to preserve intact their present business organizations, keep available the services of their present officers and employees and preserve their relationships with customers, suppliers and others having business dealings with and its subsidiaries.
Operation in the Ordinary Course. Operate and conduct its business within the normal course of business, and use reasonable efforts to maintain its business and properties, maintain insurance in accordance with current policies, and operate in accordance with all contractual obligations and requirements of law to protect and preserve the value of ATLANTIC.
Operation in the Ordinary Course. Since December 31, 2004, the Company and the Subsidiaries have operated the Business in the ordinary course and in all material respects in accordance with past practices.
Operation in the Ordinary Course. Since the date of the Latest Balance Sheet, Seller shall have operated the Business of Seller in the ordinary course (except as otherwise permitted by this Agreement or as agreed to by Purchaser as evidenced by Purchaser's prior written consent).
Operation in the Ordinary Course. Except as set forth on Schedule 3.1(q) or with respect to the transactions contemplated by this Agreement or any Related Agreement and the CNL Transaction, since December 28, 2001, the Company and each Company Subsidiary has operated the Business in the ordinary course and in all material respects in accordance with past practice, other than general planning and discussions in connection with the possible spin-off or sale of the Company (which has not had a material adverse effect on the Business).
