Preservation of Business Organization. Parent shall use all reasonable efforts to cause to preserve without material impairment the business of Parent and its subsidiaries and their goodwill as to payors, providers, suppliers, distributors, clients and others having business relations with Parent and its subsidiaries.
Preservation of Business Organization. Except as otherwise contemplated by this Agreement, at all times prior to the Closing Date and Buyer taking possession of the Purchased Assets and Business, (A) Seller shall (i) cause the Business to be managed in accordance with the best interests of the Business and substantially as heretofore managed and conducted, and (ii) use its best efforts, to the extent that it is in the best interests of the Business, to keep available to Buyer the services of its present employees and to preserve the present relationships of the suppliers and others having business relations with Seller; and (B) without limiting the generality of the foregoing, Seller shall not, without prior written consent of Buyer, (i) dispose of any of its assets or properties or incur any obligation or liability other than as required in connection with this Agreement, or in "arms-length" transactions in the usual and ordinary course of business consistent with the business practices heretofore followed by Seller; (ii) take or suffer any action which may adversely affect the normal conduct of the Business; (iii) increase salaries of any employees or engage any new employee; (iv) make or commit to make any capital expenditures; (v) fail to keep its assets and properties in good repair, order and condition, reasonable wear and tear excepted, or to maintain its existing insurance in effect; or (vi) incur any material obligations or liabilities or enter into any material transaction except in the ordinary course of business consistent with past practices. During the period from the date hereof to the Closing Date, Seller shall consult with one or more designated representatives of Buyer as to material operational matters and the general status of ongoing operations. Seller shall notify Buyer of any emergency or unanticipated change in the normal course of the Business which is or may be material thereto and shall keep Buyer fully informed of such events and permit Buyer's representatives to participate in all discussions relating thereto.
Preservation of Business Organization. The Company will conduct the Business in the ordinary course, in a manner consistent with applicable federal, state and local regulations, and use its best efforts to preserve the Company's business relationships intact and to preserve the goodwill of the Company with its suppliers, customers and others having business relations with it.
Preservation of Business Organization. Seller will conduct the Business in the ordinary course, in a manner consistent with applicable federal, state and local regulations, and use its best efforts to preserve Seller's business relationships intact and to preserve the goodwill of Seller with its suppliers, customers and others having business relations with it.
Preservation of Business Organization. From the date hereof through the Closing Date, Illinois, Xxxxxx, and the Company will use their best efforts, to preserve and maintain the Company’s business and personnel, to keep available the services of its management, employees, and independent contractors, and to preserve its good will with suppliers, customers and others having business relations with it.
Preservation of Business Organization. The Seller and Company will use their best efforts to preserve the business organization of the Company and to preserve for the Purchaser the Company's good relations with all customers and others having business relations with the Company.
Preservation of Business Organization. From the date hereof through the Closing Date, WCC, Xxxxxx, and the Company will use their best efforts, to preserve and maintain the Company’s business and personnel, to keep available the services of its management, employees, and independent contractors, and to preserve its good will with suppliers, customers and others having business relations with it.
Preservation of Business Organization. From the date hereof through the Closing Date, Seller and the Company will use their best efforts, to preserve and maintain the Company’s business and personnel, to keep available the services of its management, employees, and independent contractors, and to preserve its good will with suppliers, customers and others having business relations with it.
Preservation of Business Organization. WesterFed will, and will cause each of its Subsidiaries to, use all reasonable efforts to:
(a) preserve its business organization;
(b) retain the services of present employees; and
(c) preserve the goodwill of suppliers, customers and others with whom it has business relationships.
Preservation of Business Organization. Glacier will, and shall cause each of its Subsidiaries to, use all reasonable efforts to:
(a) preserve its business organization;
(b) retain the services of present employees; and
(c) preserve the goodwill of suppliers, customers and others with whom it has business relationships.
