Common use of Ordinary Course Clause in Contracts

Ordinary Course. Each of the Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 4 contracts

Samples: Merger Agreement (Hadco Acquisition Corp Ii), Merger Agreement (Continental Circuits Corp), Merger Agreement (Hadco Acquisition Corp Ii)

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Ordinary Course. Each of the Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all its reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers and key employees and endeavor to preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 3 contracts

Samples: Merger Agreement (Lennox International Inc), Merger Agreement (Lennox International Inc), Merger Agreement (Service Experts Inc)

Ordinary Course. Each of the Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its present business organizationsorganization, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Timeit.

Appears in 3 contracts

Samples: Merger Agreement (Ero Inc), Agreement and Plan of Merger (Hc Acquisition Corp), Merger Agreement (Ero Marketing Inc)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its their respective businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted all respects, consistent with past practice and shall use all their respective commercially reasonable efforts (i) to preserve intact its their present business organizations, keep available the services of its current officers and employees organizations and preserve its their existing relationships with customers, suppliers suppliers, employees, Governmental Entities and others having business dealings with it them; and (ii) to maintain in effect all material foreign, federal, state and local licenses, approvals, permits and authorizations required for the end that Company to carry on its goodwill and ongoing business shall not be impaired in any material respect at the Effective Timebusiness.

Appears in 2 contracts

Samples: Merger Agreement (U S Laboratories Inc), Merger Agreement (U S Laboratories Inc)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its their respective businesses in the usual, regular and ordinary course in all material respects, in substantially the same manner as heretofore conducted conducted, including with respect to their claims paying policies and practices, and shall use all their reasonable best efforts to preserve intact its their present business organizationslines of business, keep available the services of its current officers maintain their rights and employees franchises and preserve its their relationships with customers, suppliers and others all third parties having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Timethem.

Appears in 2 contracts

Samples: Merger Agreement (Enstar Group Inc), Merger Agreement (Castlewood Holdings LTD)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its their respective businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its their present business organizations, keep available the services of its current their present officers and employees and preserve its their relationships with customers, suppliers and others having business dealings with it them to the end that its their goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Zurich Reinsurance Centre Holdings Inc), Merger Agreement (Zurich Insurance Co)

Ordinary Course. Each of the Company and its the Subsidiaries shall carry on its respective businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all commercially reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers and employees employees, and endeavor to preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Occupational Health & Rehabilitation Inc), Merger Agreement (Concentra Operating Corp)

Ordinary Course. Each of the Company and its Subsidiaries shall carry on conduct its businesses business and operations in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers and employees and preserve its satisfactory relationships with customers, suppliers suppliers, distributors and others having business dealings with it and will take no action which would adversely affect its ability to consummate the end that its goodwill and ongoing business shall not be impaired in any material respect at Merger or the Effective Timeother transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Compdent Corp), Merger Agreement (Compdent Corp)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Triad Systems Corp), Merger Agreement (Cooperative Computing Inc /De/)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers officers, employees and employees any sales representatives and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (G I Holdings Inc), Merger Agreement (U S Intec Inc)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its present business organizationsorganization, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (DR Pepper Bottling Company of Texas), Merger Agreement (Seven Up Rc Bottling Company of Southern California Inc)

Ordinary Course. Each of the Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all reasonable efforts to preserve intact its present business organizationsorganization, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having material business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Madison Dearborn Partners Inc), Merger Agreement (Tmil Corp)

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Ordinary Course. Each of the The Company shall, and shall cause its Subsidiaries shall to, carry on its their respective businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and in compliance in all material respects with all applicable laws and regulations and shall use all reasonable efforts to preserve intact its their present business organizations, keep available the services of its current their present officers and employees and preserve its their relationships with customers, suppliers and others having business dealings with it to the end that Company and its goodwill and ongoing business shall not be impaired in any material respect at the Effective TimeSubsidiaries.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Netwolves Corp), Stock Purchase Agreement (Norstan Inc)

Ordinary Course. Each of the Company and its Subsidiaries shall carry on its their respective businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all their reasonable best efforts to preserve intact its their present business organizations, preserve their working capital, keep available the services of its current their present officers and employees and preserve its their relationships with customers, suppliers and others having business dealings with it them to the end that its their goodwill and ongoing business shall not be impaired in any material respect at following the Effective TimeMerger.

Appears in 1 contract

Samples: Merger Agreement (Aseco Corp)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its businesses business in the usual, regular and ordinary course in substantially the same manner as heretofore conducted (it being understood that the foregoing does not cover future events resulting from public announcement of the Offer or the Merger) and in compliance in all material respects with all applicable laws and regulations and shall use all reasonable efforts to preserve intact its present business organizations, keep available the services of its current present officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective TimeCompany.

Appears in 1 contract

Samples: Merger Agreement (Edmark Corp)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its their businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted conducted, and shall use all reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers and employees and preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.. 17

Appears in 1 contract

Samples: Merger Agreement (Zurn Industries Inc)

Ordinary Course. Each of the The Company and each of its Subsidiaries shall in all material respects carry on its their respective businesses in the usual, regular and ordinary course in substantially consistent with past practice. Without limiting the same manner as heretofore conducted foregoing, the Company and its Subsidiaries shall use all their commercially reasonable efforts to preserve substantially intact its their present business organizationslines of business, keep available the services of its current officers maintain their rights, assets and employees franchises and preserve its substantially intact their current relationships with customers, suppliers and others having business dealings with it to them and keep available the end that its goodwill services of their present officers and ongoing business shall not be impaired in any material respect at the Effective Timeemployees.

Appears in 1 contract

Samples: Merger Agreement (Allied Healthcare International Inc)

Ordinary Course. Each of the The Company and its Subsidiaries shall carry on its their respective businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall and, to the extent consistent with such businesses, use all reasonable efforts to preserve intact its their present business organizations, keep available the services of its current their present officers and employees and preserve its their relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Timethem.

Appears in 1 contract

Samples: Merger Agreement (Admar Group Inc)

Ordinary Course. Each of the Company and its Subsidiaries shall carry on its businesses in the usual, regular and ordinary course in substantially the same manner as heretofore conducted and shall use all commercially reasonable efforts to preserve intact its present business organizations, keep available the services of its current officers and employees employees, and endeavor to preserve its relationships with customers, suppliers and others having business dealings with it to the end that its goodwill and ongoing business shall not be impaired in any material respect at the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Spinnaker Exploration Co)

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