Ordinary Course Operation. During the Pre-Closing Period, the Company will, and will cause each of its Subsidiaries to, conduct its business and operations in the ordinary course of business consistent with past practice and maintain its existence in good standing pursuant to applicable Law. The obligations of the Company and its Subsidiaries pursuant to the previous sentence are subject to the following exceptions: (i) as expressly contemplated by this Agreement; (ii) as set forth in Section 5.1 of the Company Disclosure Letter or Section 5.2 of the Company Disclosure Letter; (iii) as required by applicable Law; (iv) as approved by Parent in writing (which approval will not be unreasonably withheld, conditioned or delayed) (all such exceptions in clauses (i) through (iv), the “Covenant Exceptions”); or (v) for any actions taken reasonably and in good faith to respond to any COVID-19 Measures (it being understood that prior to taking any material actions in reliance on this clause (v), the Company will use its reasonable best efforts to provide reasonable advance notice to, and consult, with Parent (if reasonably practicable and legally permissible) prior to taking such actions).
Ordinary Course Operation. During the Pre-Closing Period, the Company will, and will cause each of its Subsidiaries to, use its reasonable best efforts to conduct its business and operations in the ordinary course of business. The obligations of the Company and its Subsidiaries pursuant to the previous sentence are subject to the following exceptions: (i) as expressly contemplated by this Agreement, including the restrictions on taking certain actions pursuant to Section 5.2 and the exceptions to such restrictions (which will be exceptions to the obligations of the Company and its Subsidiaries pursuant to the previous sentence); (ii) as set forth in Section 5.1 of the Company Disclosure Letter or Section 5.2 of the Company Disclosure Letter; (iii) for any actions taken in good faith to respond to any COVID-19 Measures (it being understood that prior to taking any material actions in reliance on this clause (iii), the Company will use its reasonable best efforts to provide reasonable advance notice to, and consult, with Parent (if reasonably practicable and legally permissible) prior to taking such actions); (iv) as required by applicable Law; or (v) as approved by Parent (which approval will not be unreasonably withheld, conditioned or delayed) (all such exceptions, the “Covenant Exceptions”).
Ordinary Course Operation. Between the date of the Agreement and the Closing, NAS (i) shall, in all material respects, operate the NAS Business, serve its customers, and preserve and maintain the Assets of NAS and relationships with customers, vendors and employees in a reasonable and prudent manner and (ii) shall, in all material respects, conduct the NAS Business in the ordinary course. Through the Closing Date, NAS will use its best efforts to maintain the current status of the NAS Licenses.
Ordinary Course Operation. During the period commencing on the date hereof and ending on the Closing Date, Jefco agrees to:
Ordinary Course Operation. Except as set forth in Schedule 4.15, since December 31, 2003, there has not been: (a) a Material Adverse Effect, (b) any borrowings by the Company or any of the Subsidiaries other than in the ordinary course of business; (c) any Lien made on any of the properties or assets of the Company or the Subsidiaries, except for Permitted Liens; (d) any sale, transfer or other disposition of assets of the Company or any of the Subsidiaries other than in the ordinary course of business or as contemplated by this Agreement; or (e) any of the events prohibited by Section 6.1(a). Since December 31, 2003, neither the Company, the Subsidiaries nor Sellers have adopted or taken any action in contemplation of any plan of liquidation, dissolution or merger involving the Company or any of the Subsidiaries.
Ordinary Course Operation. During the period commencing on the date hereof and ending on the Closing Date, each of BKB and FA agrees to cause each of its respective Credit Card Subsidiaries to, and Xxxxxx shall:
Ordinary Course Operation. Except as expressly provided otherwise in this Agreement, as required by applicable Law, as required pursuant to the terms and conditions of Contracts in existence on the date of this Agreement or to the extent that Parent consents in writing in advance (which consent shall not be unreasonably withheld, conditioned or delayed), during the period from the date of this Agreement until the Closing or earlier termination of this Agreement, the Acquired Companies shall conduct their business in all material respects in the Ordinary Course of Business and in compliance with applicable Laws, Authorizations and Orders.
Ordinary Course Operation. During the Pre-Closing Period, the Company will, and will cause each of its Subsidiaries to, use its reasonable best efforts to conduct its business and operations in the ordinary course of business. The covenants of the Company and its Subsidiaries pursuant to the previous sentence are subject to the following exceptions: (i) for any action (or failure to take action) expressly required by this Agreement; (ii) as set forth in Section 5.1 of the Company Disclosure Letter or Section 5.2 of the Company Disclosure Letter; (iii) as required by applicable Law; or (iv) as approved by Parent in writing (which approval will not be unreasonably withheld, conditioned or delayed) (all such exceptions, the “Covenant Exceptions”).
Ordinary Course Operation. Except as expressly provided otherwise in this Agreement or to the extent that Parent consents in writing, during the period from the date of this Agreement until the Closing the Sellers will cause the Company, JTF Holdco and Tylee Holdco to conduct its business only in the Ordinary Course of Business and in compliance with applicable Laws, Authorizations and Orders.
