Common use of Ordinary Conduct Clause in Contracts

Ordinary Conduct. (a) Except as set forth in Section 5.02 of the Seller Disclosure Schedule or otherwise contemplated by the terms of this Agreement, from the date hereof until the Closing, Seller shall, and shall cause the Selling Affiliates to, cause the distribution and sale of the Product to be conducted in all material respects in the ordinary course in substantially the same manner as conducted as of the date hereof and shall make all reasonable efforts consistent with current practices to preserve the relationships with customers, suppliers, distributors and others with whom the Seller or Selling Affiliates has a material business relationship with respect to the Product.

Appears in 4 contracts

Samples: Asset Purchase Agreement (ContraVir Pharmaceuticals, Inc.), Asset Purchase Agreement (ContraVir Pharmaceuticals, Inc.), Asset Purchase Agreement (Synergy Pharmaceuticals, Inc.)

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Ordinary Conduct. (a) Except From the date hereof to the Closing, except as set forth in Section 5.02 of the Seller Disclosure Schedule or otherwise contemplated permitted by or not in violation of the terms of this Agreement, from the date hereof until the Closing, Seller shall, and shall cause the Selling Affiliates and the Transferred Entities to, cause the distribution and sale operations of the Product Business (including the working capital and capital expenditures) to be conducted in all material respects in the ordinary course in substantially the same manner as currently conducted as of the date hereof and shall make all use commercially reasonable efforts consistent with current practices to preserve in all material respects intact the present business organizations and preserve in all material respects its relationships with customers, suppliers, distributors suppliers and others having business dealings with whom the Seller or Selling Affiliates has a material business relationship with respect to the ProductBusiness.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Bristol Myers Squibb Co)

Ordinary Conduct. (a) Except as set forth in Section 5.02 of the Seller Disclosure Schedule Schedule, as provided in Section 1.02 or otherwise contemplated by the terms of this Agreement, from the date hereof until to the Closing, Seller shall, and shall cause conduct the Selling Affiliates to, cause the distribution and sale business of the Product to be conducted in all material respects Company in the ordinary course in substantially the same manner as presently conducted as of the date hereof and shall make all use commercially reasonable efforts consistent with current practices to preserve the its relationships with customerscustomers and suppliers; provided that Seller shall not be obligated to, suppliersdirectly or indirectly, distributors and others with whom the Seller or Selling Affiliates has a material business relationship with respect provide any funds to the ProductCompany.

Appears in 1 contract

Samples: Merger Agreement (DealerTrack Holdings, Inc.)

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Ordinary Conduct. (a) Except as set forth in Section 5.02 of the Seller Disclosure Schedule or otherwise contemplated by the terms of this Agreement, from the date hereof until the Closing, Seller shall, and shall cause the Selling Affiliates to, cause the distribution and sale of the Product to be conducted in all material respects in the ordinary course in substantially the same manner as conducted as of the date hereof and shall make all reasonable efforts consistent with current practices to preserve the relationships with customers, suppliers, distributors and others with whom the Seller or Selling Affiliates has a material business Assets relationship with respect to the Product.

Appears in 1 contract

Samples: Asset Purchase Agreement (Avant Diagnostics, Inc)

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