Ordinary Course. Conduct the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its business organizations and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates.
Appears in 5 contracts
Samples: Merger Agreement, Merger Agreement (Ubs Preferred Funding Co LLC I), Agreement and Plan of Merger (Ubs Ag)
Ordinary Course. Conduct the business of the Company it and its Subsidiaries other than in the ordinary and usual course, course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations organizations, goodwill and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect.
Appears in 5 contracts
Samples: Merger Agreement (Enterprise Products Partners L P), Merger Agreement (Duncan Energy Partners L.P.), Merger Agreement (Enterprise GP Holdings L.P.)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent course consistent therewith, with past practice or fail to use reasonable best efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.
Appears in 4 contracts
Samples: Merger Agreement (Texas Regional Bancshares Inc), Merger Agreement (Texas Regional Bancshares Inc), Merger Agreement (Mid-State Bancshares)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable best efforts to preserve intact its business organizations and assets and maintain its rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.
Appears in 4 contracts
Samples: Merger Agreement (First Niagara Financial Group Inc), Merger Agreement (Newalliance Bancshares Inc), Merger Agreement (Wachovia Corp New)
Ordinary Course. Conduct the its business of the Company and its Subsidiaries other than in the ordinary and usual course, course or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its business organizations and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates.
Appears in 3 contracts
Samples: Merger Agreement (City Holding Co), Merger Agreement (Community Financial Corp /Va/), Merger Agreement (City Holding Co)
Ordinary Course. Conduct the business of the Company and its Subsidiaries other than in the ordinary and usual course, course or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates.
Appears in 3 contracts
Samples: Merger Agreement (Cotton States Life Insurance Co /), Merger Agreement (Eagle Bancshares Inc), Agreement and Plan of Combination (North American Mortgage Co)
Ordinary Course. Conduct the business of the Company it and its Subsidiaries other than in the ordinary and usual course, course or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action that would adversely affect its ability to perform any of its material obligations under this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Us Bancorp /Or/), Merger Agreement (First Bank System Inc), Merger Agreement (First Bank System Inc)
Ordinary Course. Conduct the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates; engage in any new activities or lines of business; or take any action reasonably likely to have an adverse affect upon the Company's ability to perform any of its material obligations under this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Us Bancorp \De\), Merger Agreement (Piper Jaffray Companies Inc)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable best efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Central Pacific Financial Corp), Merger Agreement (Cb Bancshares Inc/Hi)
Ordinary Course. Conduct the business of the Company its and its Subsidiaries Subsidiaries’ business other than in the ordinary and usual course, course or, to the extent consistent therewith, fail to use commercially reasonable efforts to preserve intact its business organizations organizations, goodwill and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect with respect to the Partnership or NSH as the case may be.
Appears in 2 contracts
Samples: Merger Agreement (NuStar Energy L.P.), Agreement and Plan of Merger
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries subsidiaries other than in the ordinary and usual course, or, to the extent course consistent therewith, with past practice or fail to use commercially reasonable efforts to maintain and preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair or delay its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (People's United Financial, Inc.), Merger Agreement (Smithtown Bancorp Inc)
Ordinary Course. Conduct the its business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent course consistent therewith, with past practice or fail to use reasonable best efforts to (i) preserve intact in any material respect its business organizations and assets and (ii) maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to impair Seller's ability to perform any of its obligations under this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Mb Financial Inc /Md), Purchase and Assumption Agreement (Michigan Community Bancorp LTD)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use commercially reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.
Appears in 2 contracts
Samples: Merger Agreement (M&t Bank Corp), Merger Agreement (Provident Bankshares Corp)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable best efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to impair materially its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.
Appears in 2 contracts
Samples: Merger Agreement (Zions Bancorporation /Ut/), Merger Agreement (Amegy Bancorporation, Inc.)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable best efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to have a Material Adverse Effect with respect to Company.
Appears in 1 contract
Samples: Merger Agreement (1st Source Corp)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, Ordinary Course of Business or fail to use reasonable best efforts to preserve intact its business organizations and assets and maintain its rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable best efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or the Stock Option Agreement or to consummate the transactions contemplated hereby.
Appears in 1 contract
Samples: Merger Agreement (Southtrust Corp)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable best efforts to preserve intact its business their organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates., or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby;
Appears in 1 contract
Ordinary Course. Conduct the its business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable best efforts to preserve intact its business organizations and assets and to maintain its rights, franchises and authorizations and their existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby on a timely basis.
Appears in 1 contract
Samples: Merger Agreement (Edwards a G Inc)
Ordinary Course. Conduct the its business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent course consistent therewith, with past practice; fail to use reasonable best efforts to (i) preserve intact in any material respect its business organizations and assets and (ii) maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates; or take any action reasonably likely to impair Seller's ability to perform any of its obligations under this Agreement.
Appears in 1 contract
Ordinary Course. Conduct the its business of the Company and its Subsidiaries other than in the ordinary and usual course, course consistent with past practice or, to the extent consistent therewith, fail to use commercially reasonable efforts to preserve intact its business organizations and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates.
Appears in 1 contract
Ordinary Course. Conduct the business of the Company and or any of its Subsidiaries other than in the ordinary and usual course, course or, to the extent consistent therewith, fail to use commercially reasonable efforts to preserve intact its any of their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, correspondents, independent contractors, suppliers, employees and business associates; or engage in any new lines of business.
Appears in 1 contract
Ordinary Course. Conduct the its business of the Company and its Subsidiaries other than in the ordinary and usual course, course consistent with past practice or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its business organizations and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries subsidiaries other than in the ordinary and usual course, or, to the extent course consistent therewith, with past practices and policies or fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations and goodwill with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (CCFNB Bancorp Inc)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to materially impair its ability to perform its obligations under this Agreement or the Option Agreements or to consummate the transactions contemplated hereby and thereby.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its business organizations and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associatesassociates or take any action reasonably likely to have an adverse effect upon its ability to perform any of its material obligations under this Agreement.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action reasonably likely to have an adverse effect upon its ability to perform any of its material obligations under this Agreement or the Option Agreements.
Appears in 1 contract
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, consistent with past practice, in material compliance and in all material respects with applicable laws and regulations or, to the extent consistent therewith, fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action that would adversely affect its ability to perform any of its obligations under this Agreement in any material respects.
Appears in 1 contract
Samples: Merger Agreement (Antec Corp)
Ordinary Course. Conduct its business and the business of the Company and its Subsidiaries other than in the ordinary and usual course, or, to the extent consistent therewith, course or fail to use reasonable efforts to preserve intact its their business organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, suppliers, employees and business associatesassociates taken as a whole, or take any action reasonably likely to have an adverse effect upon its ability to perform any of its material obligations under this Agreement.
Appears in 1 contract
Samples: Merger Agreement (FCB Bancorp)
Ordinary Course. Conduct the business of the Company it and its Subsidiaries other than in the ordinary and usual course, course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations organizations, goodwill and assets and maintain its rights, franchises and existing relations with clients, customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect with respect to Partners or Holdings as the case may be.
Appears in 1 contract
