Common use of Operation of Business Pending Closing Clause in Contracts

Operation of Business Pending Closing. Seller will not engage in any practice, take any action or enter into any transaction outside the ordinary course of the Business and will continue to operate the Purchased Assets in a manner consistent with the past practices of the business, including maintenance and repair of the Vessels and related equipment. Without limiting the foregoing: (a) other than a forced sale because of a Total Loss, Seller will not sell, transfer or assign any of the Purchased Assets or agree to sell, transfer or assign any of the Purchased Assets, other than inventory used in the ordinary course of business; (b) Seller will not impose or permit to be imposed any Encumbrance upon any of the Purchased Assets; (c) Seller will keep in full force and effect the currently existing insurance coverage on the Purchased Assets; (d) Seller will not enter into any contract or charter (or similar arrangement) with a term greater than 30 days with respect to the Vessels without the prior consent of Buyer; (e) Seller will inform Buyer as promptly as practicable of the occurrence of any destruction, material damage or material loss of any Purchased Asset; (f) Seller will perform in all material respects its obligations under all agreements that are related to any of the Purchased Assets; (g) Seller will continue to purchase supplies and similar items in the ordinary course of business, and will continue to replenish inventory and spare parts on the Vessels in accordance with past practices; (h) Seller will continue to maintain and operate the Vessels in conformity with the past practices of Seller; and (i) Seller will use commercially reasonable efforts to keep intact the relationships of the Business with its licensors, suppliers, customers and employees.

Operation of Business Pending Closing. Seller will not engage in any practice, take any action action, or enter into any transaction outside the its ordinary course of the Business business and will continue to operate the Purchased Assets in a manner consistent with the Seller’s past practices of the businessand accepted oilfield practice, including maintenance and repair of the Vessels Drilling Rig and related equipment. Without limiting the foregoing: (a) other than a forced sale because of a Total Lossloss, Seller will not sell, transfer or assign any of the Purchased Assets or agree to sell, transfer or assign any of the Purchased Assets, other than inventory used in the ordinary course of business; (b) except as otherwise permitted by such contracts, Seller will not accelerate, terminate, modify or cancel any day work, turnkey or footage contracts or any other agreement, contract or license (or series of related agreements, contracts and licenses) to which Seller is a party or by which Seller is bound that is related to the Drilling Rig involving a commitment of greater than $50,000 or a term of more than three (3) months, in each case, without the prior written consent of Buyer; provided, however, that no approval of Buyer shall be required in the event Seller accelerates, terminates, modifies or cancels any such agreement, contract or license as a result of Seller’s not being paid thereunder, after commercially reasonable efforts have been made by Seller to obtain payment, or as a result of a material default by the other party to such contract; (c) Seller will not impose or permit to be imposed any Encumbrance upon any of the Purchased Assets; (c) Seller Assets that will keep in full force and effect the currently existing insurance coverage on the Purchased Assetsnot be fully released at Closing; (d) Seller will not enter into any contract or charter (or similar arrangement) with a term greater than 30 days with respect to the Vessels without the prior consent of Buyer; (e) Seller will inform Buyer as promptly as practicable of the occurrence of any destruction, material damage damage, or material loss of any Purchased Asset; (fe) Seller will perform in all material respects its obligations under all agreements that are related to any of the Purchased Assets; (gf) Seller will continue to purchase supplies and similar items in the ordinary course of business, and will continue to replenish inventory and inventory, spare parts on the Vessels and tubulars in accordance with past practices; (h) Seller will continue to maintain and operate the Vessels in conformity with the past practices of Seller; and (ig) Seller will use commercially reasonable efforts to keep intact the its relationships of the Business with its lessors, licensors, suppliers, customers customers, and employees.

Operation of Business Pending Closing. Neither Seller will not engage in any practice, take any action or enter into any transaction outside the ordinary course of the Business and will continue to operate the Purchased Assets in a manner consistent with the past practices of the businessBusiness, including maintenance and repair of the operating Vessels and related equipment. Without limiting the foregoing: (a) other than a forced sale because of a Total Loss, Seller the Sellers will not sell, transfer or assign any of the Purchased Assets or agree to sell, transfer or assign any of the Purchased Assets, other than inventory used in the ordinary course of business; (b) Seller the Sellers will not impose or permit to be imposed any Encumbrance upon any of the Purchased AssetsAssets that will not be fully released at Closing; (c) Seller the Sellers will not fail to keep in full force and effect the currently existing insurance coverage on the Purchased Assets; (d) the Seller will not enter into any contract or charter (or similar arrangement) with a term greater than 30 days with respect to the Vessels without the prior consent of the Buyer; (e) Seller the Sellers will inform the Buyer as promptly as practicable of the occurrence of any destruction, material damage or material loss of any Purchased Asset; (f) Seller the Sellers will perform in all material respects its obligations under all agreements that are related to any of the Purchased Assets; (g) Seller the Sellers will continue to purchase supplies and similar items in the ordinary course of business, and will continue to replenish inventory and spare parts on the Vessels in accordance with past practices; (h) Seller the Sellers will continue to maintain and operate the Vessels in conformity with the past practices of Sellerthe Sellers; and (i) Seller the Sellers will use commercially reasonable efforts to keep intact the relationships of the Business with its licensors, suppliers, customers and employees.

Operation of Business Pending Closing. Seller will not engage in any practice, take any action action, or enter into any transaction outside the its ordinary course of the Business business and will continue to operate the Purchased Assets in a manner consistent with the Seller’s past practices of the businessand accepted oilfield practice, including maintenance and repair of the Vessels operating Drilling Rigs and related equipment. Without limiting the foregoing: (a) other than a forced sale because of a Total Lossloss, Seller will not sell, transfer or assign any of the Purchased Assets or agree to sell, transfer or assign any of the Purchased Assets, other than inventory used in the ordinary course of business; (b) except as otherwise permitted by such contracts, Seller will not accelerate, terminate, modify or cancel any daywork, turnkey or footage contracts or any other agreement, contract or license (or series of related agreements, contracts and licenses) to which Seller is a party or by which Seller is bound that is related to any of the Drilling Rigs involving a commitment of greater than $50,000 or a term of more than three (3) months, in each case, without the prior written consent of Buyer; provided, however, that no approval of Buyer shall be required in the event Seller accelerates, terminates, modifies or cancels any such agreement, contract or license as a result of Seller’s not being paid thereunder, after commercially reasonable efforts have been made by Seller to obtain payment, or as a result of a material default by the other party to such contract; (c) Seller will not impose or permit to be imposed any Encumbrance upon any of the Purchased Assets; (c) Seller Assets that will keep in full force and effect the currently existing insurance coverage on the Purchased Assetsnot be fully released at Closing; (d) Seller will not enter into any contract or charter (or similar arrangement) with a term greater than 30 days with respect to the Vessels without the prior consent of Buyer; (e) Seller will inform Buyer as promptly as practicable of the occurrence of any destruction, material damage damage, or material loss of any Purchased Asset; (fe) Seller will perform in all material respects its obligations under all agreements that are related to any of the Purchased Assets; (gf) Seller will continue to purchase supplies and similar items in the ordinary course of business, and will continue to replenish inventory and inventory, spare parts on the Vessels and tubulars in accordance with past practices; (h) Seller will continue to maintain and operate the Vessels in conformity with the past practices of Seller; and (ig) Seller will use commercially reasonable efforts to keep intact the its relationships of the Business with its lessors, licensors, suppliers, customers customers, and employees.

Operation of Business Pending Closing. During the period between the date hereof and the Closing, except with the prior written consent of the Buyer, which shall not be unreasonably withheld or delayed, the Seller will not engage in any practice, take any action or enter into any transaction outside the ordinary course of the Business and will continue to operate the Purchased Assets in a manner consistent with the past practices of the businessBusiness, including maintenance and repair of the operating Vessels and related equipment. Without limiting the foregoing: (a) other than a forced sale because of a Total Loss, the Seller will not sell, transfer or assign any of the Purchased Assets or agree to sell, transfer or assign any of the Purchased Assets, other than inventory or spare parts used in the ordinary course of business; (b) the Seller will not impose or permit to be imposed any Encumbrance upon any of the Purchased AssetsAssets that will not be fully released at or prior to Closing; (c) the Seller will not fail to keep in full force and effect the currently existing insurance coverage on the Purchased AssetsInsurance Policies; (d) the Seller will not enter into any contract or charter (or similar arrangement) with a term greater than 30 days with respect to the Vessels without the prior consent of the Buyer, which shall not be unreasonably withheld or delayed; (e) the Seller will inform the Buyer as promptly as practicable of the occurrence of any destruction, material damage or material loss of any Purchased Asset; (f) the Seller will perform in all material respects its obligations under all agreements that are related to any of the Purchased Assets; (g) the Seller will continue to purchase supplies and similar items in the ordinary course of business, and will continue to replenish inventory and spare parts on for the Vessels in accordance with the past practicespractices of the Business; (h) the Seller will continue to maintain and operate the Vessels in conformity with the past practices of the Seller; (i) the Seller will maintain in full force and effect the Assigned Contracts (other than the Construction Contract), except to the extent any such Assigned Contract (other than the Construction Contract) expires by its terms or is terminated by the Seller in good faith or is terminated by the other party to such Assigned Contract (other than the Construction Contract) pursuant to the terms of such Assigned Contract; (j) with respect to the Construction Contract, the Seller shall continue to make payments under the Construction Contract as and when due and payable thereunder and shall not issue or authorize any change orders under the Construction Contract without obtaining the prior written consent of the Buyer, which shall not be unreasonably withheld or delayed; (k) the Seller will inform the Buyer as promptly as practicable of the occurrence of any default under any Assigned Contract by the Seller or, to the Knowledge of the Seller, by the other party to such Assigned Contract; and (il) the Seller will use commercially reasonable efforts to keep intact the relationships of the Business with its licensors, suppliers, customers and employeesthe Vessel Crew.