Common use of Normal Course Clause in Contracts

Normal Course. From the date of this Agreement until the Closing, Company will and Majority Shareholders will cause Company to: (a) maintain its corporate existence in good standing, (b) maintain the general character of its business, (c) use all reasonable commercial efforts to maintain in effect all of its presently existing insurance coverage (or substantially equivalent insurance coverage), preserve its business organization substantially intact, keep the services of its present principal employees and preserve its present business relationships with its material suppliers and customers, (d) permit ICC, Buyer, their accountants, legal counsel and other representatives full access to its management, minute books and stock transfer records, other books and records, Contracts, properties and operations at all reasonable times upon reasonable notice and (e) in all respects conduct its business in the usual and ordinary manner consistent with past practice, including perform in all material respects all agreements or other obligations with banks, customers, suppliers, employees and others.

Appears in 1 contract

Sources: Merger Agreement (Internet Commerce Corp)

Normal Course. From the date of this Agreement until the Closing, the Company will and Majority Shareholders the Sellers will cause the Company to: (a) maintain its corporate existence in good standing, (b) maintain the general character of its business, (c) use all reasonable commercial efforts to maintain in effect all of its presently existing insurance coverage (or substantially equivalent insurance coverage), preserve its business organization substantially intact, keep the services of its present principal employees and preserve its present business relationships with its material suppliers and customers, (d) permit ICC, Buyer, their its accountants, legal counsel and other representatives full access to its the Company's management, minute books and stock transfer records, other books and records, Contracts, properties and operations at all reasonable times and upon reasonable notice and (e) in all respects conduct its business in the usual and ordinary manner consistent with past practice, including practice and perform in all material respects all agreements or other obligations with banks, customers, suppliers, employees and others.

Appears in 1 contract

Sources: Merger Agreement (Internet Commerce Corp)