Retention of Business Sample Clauses

Retention of Business. Each Party shall not dispose or charge or encumber or deal in any way with his Share except with the consent in writing of other Parties.
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Retention of Business. To use and exert best efforts between the date hereof and Closing to keep and retain the Business as a going business for the benefit of Buyer and to provide such assistance and cooperation as may be reasonably requested by Buyer as necessary to assure the orderly transfer of the Business to Buyer and the continuation thereof by Buyer subsequent to the Closing.
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Retention of Business. To use and exert best efforts between the date hereof and Closing to keep and retain Seller’s business as a going concern for the benefit of Buyer and to provide such assistance and cooperation as may be requested by Buyer as necessary to assure the orderly transfer of the Assets to Buyer and the continuation thereof by Buyer subsequent to the Closing. In furtherance thereof, Principal and Xxxxx shall become employees of Buyer under the terms of an employment agreement in the form attached hereto as Schedule 3.02A. Principal shall also use his best efforts to persuade Xxxxxxx Xxxxx (“Rossi”) to accept employment with Buyer for a period of one year, at a salary not less than that being paid to him by Seller as of June 30, 2008 with employee benefits comparable to those provided by Buyer to its similarly situated employees under the terms of employment agreements also in the form attached hereto as Schedule 3.02A. The particular details of the employment agreements for each of Principal, Rossi and Xxxxx are attached hereto as Schedules 3.02A-1, 3.02A-2 and 3.02A-3, respectively.
Sample 1
Retention of Business. It is acknowledged and understood that the announcement of this Agreement and the sale of the Private Label Juice Business to Cliffstar contemplated hereby may result in the loss of business and/or loss of customers by Northland. Northland shall use its reasonable best efforts to retain customers and business through the Closing.
Sample 1
Retention of Business. Home Properties shall use and exert commercially reasonable efforts between the date hereof and Closing to keep and retain its business with respect to the Assets as a going business with present personnel and to provide New Conifer with such assistance and cooperation as may be requested or necessary to effect the orderly transfer of such business to New Conifer. Home Properties shall not be in default under this Section 7.7 if and to the extent that any of the Executive Employees while they are still Home Properties' employees act or fail to act in any manner that would otherwise cause Home Properties to violate this Section 7.7.
Sample 1
Retention of Business. To use and exert best efforts between the date hereof and Closing to keep and retain the Business as a going business and to provide such assistance and cooperation as may be requested or necessary to assure the orderly transfer of the Assets to Buyer and the discharge of the Assumed Obligations by Buyer subsequent to the Closing.
Sample 1
Retention of Business. Agent hereby covenants and agrees to use its best efforts to retain existing business and acquire new business during the Term of the Agreement so as to promote WCI’s reasonable expectations with respect to the Engagement.
Sample 1
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Related to Retention of Business

  • Operation of Business Each of Borrower and its Subsidiaries possesses all licenses, permits, consents, authorizations, franchises, patents, copyrights, trademarks, and trade names, or rights thereto, necessary to conduct its respective businesses substantially as now conducted and as presently proposed to be conducted, and neither Borrower nor any of its Subsidiaries is in violation of any valid rights of others with respect to any of the foregoing which could result in a Material Adverse Event.

  • Termination of Business if Borrower ceases any material portion of its business operations as presently conducted; or

  • Cessation of Business Any Obligor suspends or ceases to carry on (or threatens to suspend or cease to carry on) all or a material part of its business.

  • Protection of Business During the Employment Period and until the first anniversary of Executive's Date of Termination (but only in the event Executive is terminated by the Company for Cause or Executive terminates employment without Good Reason), the Executive will not (i) engage, anywhere within the geographical areas in which the Company or any of its Affiliates (the "Designated Entities") are conducting their business operations or providing services as of the Date of Termination, in any business which is being engaged in by the Designated Entities as of the Date of Termination or pursue or attempt to develop any project known to Executive and which the Designated Entities are pursuing, developing or attempting to develop as of the Date of Termination, unless such project has been inactive for over nine (9) months (a "Project"), directly or indirectly, alone, in association with or as a shareholder, principal, agent, partner, officer, director, employee or consultant of any other organization, (ii) divert to any entity which is engaged in any business conducted by the Designated Entities in the same geographic area as the Designated Entities, any Project or any customer of any of the Designated Entities, or (iii) solicit any officer, employee (other than secretarial staff) or consultant of any of the Designated Entities to leave the employ of any of the Designated Entities. Notwithstanding the preceding sentence, Executive shall not be prohibited from owning less than three (3%) percent of any publicly traded corporation, whether or not such corporation is in competition with the Company, and Executive shall not be prohibited from owning equity securities of, and acting as an officer and director of, Legacy. If, at any time, the provisions of this Section 10(c) shall be determined to be invalid or unenforceable, by reason of being vague or unreasonable as to area, duration or scope of activity, this Section 10(c) shall be considered divisible and shall become and be immediately amended to only such area, duration and scope of activity as shall be determined to be reasonable and enforceable by the court or other body having jurisdiction over the matter; and Executive agrees that this Section 10(c) as so amended shall be valid and binding as though any invalid or unenforceable provision had not been included herein.

  • Preservation of Business The Seller will keep its business and properties substantially intact, including its present operations, physical facilities, working conditions, and relationships with lessors, licensors, suppliers, customers, and employees.

  • Management of Business No Limited Partner or Assignee (other than the General Partner, any of its Affiliates or any officer, director, employee, partner, agent or trustee of the General Partner, the Partnership or any of their Affiliates, in their capacity as such) shall take part in the operations, management or control (within the meaning of the Act) of the Partnership’s business, transact any business in the Partnership’s name or have the power to sign documents for or otherwise bind the Partnership. The transaction of any such business by the General Partner, any of its Affiliates or any officer, director, employee, partner, agent or trustee of the General Partner, the Partnership or any of their Affiliates, in their capacity as such, shall not affect, impair or eliminate the limitations on the liability of the Limited Partners or Assignees under this Agreement.

  • Continuation of Business Neither the Transfer of any Partnership Interest pursuant to Article 8 hereof nor the bankruptcy or withdrawal of a Partner shall cause the dissolution or termination of the Partnership or have any effect upon the continuance of the Partnership business. No Partner shall have a right to withdraw from the Partnership or to abandon any Partnership Interest.

  • Retention of Books and Records The Manager shall cause all such books and records to be maintained and retained until the date that is the later of ten (10) years after the Closing Date and three (3) years after the date on which the Final Distribution is made. All such books and records shall be available during such period for inspection by the Initial Member, the FDIC or any of their respective representatives (including any Governmental Authority) and agents at the Company’s chief executive office referred to in Section 2.4 at all reasonable times during business hours on any Business Day (or, in the case of any such inspection after the term hereof, at such other location as is provided by notice to the Initial Member and the FDIC), in each instance upon two (2) Business Days’ prior notice to the Manager. Upon request by Initial Member or the FDIC, the Manager shall promptly send copies (the number of copies of which shall be reasonable) of such books and records to such requesting Person or its designee. The Manager shall provide the Initial Member and the FDIC with reasonable advance notice of the Manager’s intention to destroy or dispose of any documents or files relating to the Loans and, upon the request of the Initial Member or the FDIC, shall allow such requesting Person to recover the same (or copies thereof) from the Company and in the case both the Initial Member and the FDIC so request the same, the FDIC shall have the right to recover such documents or files, but the Initial Member shall have the right to make copies of such applicable documents or files so long as such copies are made while such documents files remain with the Manager or the Company (and prior to recovery of the same by the FDIC). The Manager shall also maintain complete and accurate records reflecting the status of taxes, ground leases or other recurring charges which could become a Lien on any Underlying Collateral. Any expense incurred by Initial Member or the FDIC and any reasonable out-of-pocket expense incurred by the Company in connection with the exercise by Initial Member or the FDIC of its respective rights in this Section 7.2(b) to recover or make (or otherwise receive) copies of books, records, documents or files shall be borne by such Person so exercising such rights; provided, however, that any expense incident to the exercise of such rights pursuant to this Section 7.2(b) as a result of or during the continuance of an Event of Default shall in all cases be borne by the Private Owner (except to the extent such Event of Default is attributable exclusively to a Manager having been appointed by the Initial Member following removal of the Private Owner in such applicable capacity, or to any applicable Servicer (and its Subservicers) having been engaged by the Initial Member, the Company or the applicable replacement Manager following such removal of the Private Owner as Manager, in each case that is not an Affiliate of the Private Owner).

  • Retention of Records The Contractor and its subcontractors shall maintain all records pertinent to this Agreement, and all other financial, statistical, property, participant records, and supporting documentation for a period of no less than seven (7) years from the later of the date of acceptance of the final payment or until all audit findings have been resolved. If any litigation, claim, negotiation, audit or other action involving the records has been started before the expiration of the retention period, the records shall be retained until completion of the action and resolution of all issues which arise from it, or until the end of the seven (7) years, whichever is later, and until any outstanding litigation, audit, or claim has been fully resolved.

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