COVENANTS RELATING TO CONDUCT Clause Samples

COVENANTS RELATING TO CONDUCT. OF BUSINESS PENDING THE CLOSING

COVENANTS RELATING TO CONDUCT. OF BUSINESS 28 ARTICLE VI ADDITIONAL AGREEMENTS 31

COVENANTS RELATING TO CONDUCT. OF BUSINESS PENDING THE MERGER 4.1 Conduct of Business by the Company Pending the Merger. Prior to the Effective Time, the Company agrees as to itself and its Subsidiaries that (except as described on Schedule 4.1 of the Company Disclosure Schedule or as expressly contemplated or permitted by this Agreement, or to the extent that Parent shall otherwise consent in writing, which consent shall not be unreasonably withheld or delayed):

COVENANTS RELATING TO CONDUCT. OF BUSINESS 6.1. Covenants of the Company........................................46

COVENANTS RELATING TO CONDUCT. OF BUSINESS OF DRILEX 4.1 Conduct of Business by Drilex Pending the Merger............ 22 4.2

COVENANTS RELATING TO CONDUCT. OF BUSINESS PRIOR TO MERGER 6.1 Conduct of Business of Company Pending the Merger. Prior to the date hereof, the Company shall have delivered a capital budget of the Company and its Subsidiaries dated December 17, 1997 (the "Company Capital Budget") . During the period from the date of this Agreement and continuing until the Effective Time or earlier termination of this Agreement, the Company agrees as to itself and its Subsidiaries that except as expressly contemplated or permitted by this Agreement or in connection with any joint venture that the Company and Nipsco may enter into, or to the extent that Nipsco shall otherwise consent in writing (it being understood that if a particular activity is permissible as a result of its being disclosed and, where applicable, approved by Nipsco under any one of the Article VI sections of the Company Disclosure Schedule, that activity will not be prohibited under any of the sections of Article VI):

COVENANTS RELATING TO CONDUCT. OF BUSINESS Section 4.1 Conduct of Business Pending the Merger . . . . 34 Section 4.2

COVENANTS RELATING TO CONDUCT. OF BUSINESS 5.1 Conduct of Businesses Prior to the Effective Time........................................ 29 5.2 Forbearances............................................................................. 30 ARTICLE VI

COVENANTS RELATING TO CONDUCT. OF BUSINESS PENDING THE MERGER 4.1 Conduct of Business by the Company Pending the Merger. Except as (i) set forth on Schedule 4.1 of the Company Disclosure Letter, (ii) as expressly contemplated or permitted by this Agreement, (iii) required by any judgment, order, decree, statute, law, ordinance, rule or regulation of any Governmental Entity or (iv) otherwise consented to by Parent in writing (which consent shall not be unreasonably withheld, delayed or conditioned): (1) the Company covenants and agrees that, prior to the Effective Time, it shall, and shall cause each of its Subsidiaries to, conduct its businesses in the ordinary course and shall use reasonable best efforts to preserve intact its present business organization and material Company Permits, retain the current officers of the Company, and the other personnel identified on Schedule 4.1 of the Parent Disclosure Letter, and preserve its relationships with its key customers and suppliers and (2) without limiting the generality of the foregoing, prior to the Effective Time: