Common use of Ordinary Course Clause in Contracts

Ordinary Course. Conduct the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill and assets and maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect.

Appears in 5 contracts

Sources: 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 it and its Subsidiaries subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably likely to materially impair its ability to perform its obligations under this Plan or to consummate the transactions contemplated hereby and thereby.

Appears in 5 contracts

Sources: Merger Agreement (Riggs National Corp), Merger Agreement (Sterling Financial Corp /Pa/), Merger Agreement (PNC Financial Services Group Inc)

Ordinary Course. Conduct the business of it the Company 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, goodwill organizations 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

Sources: Merger Agreement, Merger Agreement (Ubs Ag/Ny), Merger Agreement (Ubs Americas Inc)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, with past practice or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.

Appears in 4 contracts

Sources: Merger Agreement (Texas Regional Bancshares Inc), Merger Agreement (Texas Regional Bancshares Inc), Merger Agreement (Mid-State Bancshares)

Ordinary Course. Conduct the its business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill organizations and assets and maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect.

Appears in 3 contracts

Sources: Merger Agreement (City Holding Co), Merger Agreement (Community Financial Corp /Va/), Merger Agreement (City Holding Co)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent of business consistent therewith, with past practice or fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill organizations and material assets and maintain its material rights, franchises franchises, authorizations and existing relations with customers, suppliers, employees suppliers and business associates, or take any action that would have a Material Adverse Effect.

Appears in 3 contracts

Sources: Master Combination Agreement (NorthStar Real Estate Income II, Inc.), Master Combination Agreement (NorthStar Real Estate Income II, Inc.), Master Combination Agreement (Colony NorthStar, Inc.)

Ordinary Course. Conduct the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectadversely affect its ability to perform any of its material obligations under this Agreement.

Appears in 3 contracts

Sources: Merger Agreement (Us Bancorp /Or/), Merger Agreement (First Bank System Inc), Merger Agreement (First Bank System Inc)

Ordinary Course. Conduct the business of it the Company and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect.

Appears in 3 contracts

Sources: Merger Agreement (Eagle Bancshares Inc), Agreement and Plan of Combination (North American Mortgage Co), Merger Agreement (Cotton States Life Insurance Co /)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (Central Pacific Financial Corp), Merger Agreement (Cb Bancshares Inc/Hi)

Ordinary Course. Conduct the business of it the Company 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 their business organizations, goodwill 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 that would reasonably likely to have a Material Adverse Effectan adverse affect upon the Company's ability to perform any of its material obligations under this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Us Bancorp \De\), Merger Agreement (Piper Jaffray Companies Inc)

Ordinary Course. Conduct the its business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, with past practice or fail to use commercially reasonable best efforts to (i) preserve intact in any material respect its business organizations, goodwill organizations and assets and (ii) maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably likely to impair Seller's ability to perform any of its obligations under this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Mb Financial Inc /Md), Purchase and Assumption Agreement (Michigan Community Bancorp LTD)

Ordinary Course. Conduct the business of it its and its Subsidiaries Subsidiaries’ business other than in the ordinary and usual course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill and assets and maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse EffectEffect with respect to the Partnership or NSH as the case may be.

Appears in 2 contracts

Sources: Merger Agreement (NuStar Energy L.P.), Agreement and Plan of Merger

Ordinary Course. Conduct its business and the business of it and its Subsidiaries subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably 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

Sources: Merger Agreement (M&t Bank Corp), Merger Agreement (Provident Bankshares Corp)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably likely to impair materially its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.

Appears in 2 contracts

Sources: Merger Agreement (Amegy Bancorporation, Inc.), Merger Agreement (Zions Bancorporation /Ut/)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, with past practice or fail to use commercially reasonable best efforts to maintain and preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably 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

Sources: Merger Agreement (People's United Financial, Inc.), Merger Agreement (Smithtown Bancorp Inc)

Ordinary Course. Conduct the business of it and its Subsidiaries the Company 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 any of its business organizations, goodwill organizations and assets and maintain its rights, franchises and existing relations with clients, customers, correspondents, independent contractors, suppliers, employees and business associates, ; or take engage in any action that would have a Material Adverse Effectnew lines of business.

Appears in 1 contract

Sources: Merger Agreement (Stockwalk Com Group Inc)

Ordinary Course. Conduct its business and the business of it 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 commercially reasonable best efforts to preserve intact its business organizations, goodwill organizations and assets and maintain its rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby.

Appears in 1 contract

Sources: Merger Agreement (Main Street Trust Inc)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would reasonably likely to have a Material Adverse Effectan adverse effect upon its ability to perform any of its material obligations under this Agreement or the Option Agreements.

Appears in 1 contract

Sources: Merger Agreement (Zions Bancorporation /Ut/)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would reasonably likely to have a Material Adverse EffectEffect with respect to Company.

Appears in 1 contract

Sources: Merger Agreement (1st Source Corp)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably 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

Sources: Merger Agreement (Southtrust Corp)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associatesassociates taken as a whole, or take any action that would reasonably likely to have a Material Adverse Effectan adverse effect upon its ability to perform any of its material obligations under this Agreement.

Appears in 1 contract

Sources: Merger Agreement (FCB Bancorp)

Ordinary Course. Conduct the its business of it and its Subsidiaries other than in the ordinary and usual course consistent with past practice or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill organizations and assets and maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect.

Appears in 1 contract

Sources: Merger Agreement (Atlantic Coast Financial CORP)

Ordinary Course. Conduct the its business of it and its Subsidiaries other than in the ordinary and usual course consistent with past practice or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill organizations and assets and maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect.

Appears in 1 contract

Sources: Merger Agreement (FCB Financial Holdings, Inc.)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewithcourse, fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill and assets and maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, associates or take any action that would reasonably likely to have a Material Adverse Effectan adverse effect upon its ability to perform any of its material obligations under this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Parkway Acquisition Corp.)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course 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 commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectadversely affect its ability to perform any of its obligations under this Agreement in any material respects.

Appears in 1 contract

Sources: Merger Agreement (Antec Corp)

Ordinary Course. Conduct the its business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill organizations and assets and to maintain its rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would have reasonably likely to materially impair its ability to perform its obligations under this Agreement or to consummate the transactions contemplated hereby on a Material Adverse Effecttimely basis.

Appears in 1 contract

Sources: Merger Agreement (Edwards a G Inc)

Ordinary Course. Conduct the business of it and the Company or any of its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its any of their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with clients, customers, correspondents, independent contractors, suppliers, employees and business associates, ; or take engage in any action that would have a Material Adverse Effectnew lines of business.

Appears in 1 contract

Sources: Acquisition Agreement (Vital Images Inc)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, with past practices and policies or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations and goodwill with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably 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

Sources: Agreement and Plan of Reorganization (CCFNB Bancorp Inc)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill their organizations and assets and maintain its their rights, franchises and authorizations and their existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effect.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

Sources: Merger Agreement (Teche Bancshares Inc)

Ordinary Course. Conduct the its business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, with past practice; fail to use commercially reasonable best efforts to (i) preserve intact in any material respect its business organizations, goodwill organizations and assets and (ii) maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, ; or take any action that would have a Material Adverse Effectreasonably likely to impair Seller's ability to perform any of its obligations under this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Southern Missouri Bancorp Inc)

Ordinary Course. Conduct the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, fail to use commercially reasonable best efforts to preserve intact its business organizations, goodwill and assets and maintain its rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse EffectEffect with respect to Partners or Holdings as the case may be.

Appears in 1 contract

Sources: Merger Agreement (Penn Virginia GP Holdings, L.P.)

Ordinary Course. Conduct its business and the business of it and its Subsidiaries other than in the ordinary and usual course or, to the extent consistent therewith, or fail to use commercially reasonable best efforts to preserve intact its their business organizations, goodwill organizations and assets and maintain its their rights, franchises and existing relations with customers, suppliers, employees and business associates, or take any action that would have a Material Adverse Effectreasonably 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

Sources: Merger Agreement (Amsouth Bancorporation)