Normal Course. From the date hereof until the Effective Time, except as expressly contemplated by the Contribution Agreement, the Company shall: (a) maintain its corporate existence in good standing; (b) maintain in effect all of its presently existing insurance coverage (or substantially equivalent insurance coverage); (c) exercise commercially reasonable efforts to preserve intact, in all material respects, its business organization, preserve its goodwill and the confidentiality of its Trade Secrets, keep available to the Company the services of its current officers and employees and preserve their present material business relationships with their collaborators, licensors, customers, suppliers and other Persons with which the Company has material business relations; and (d) except as otherwise prohibited by Section 4.3 hereof, in all material respects conduct its business (including the sale of the Company’s products) only in the usual and ordinary manner, including the performance of all Contracts, consistent with past practice.
Appears in 1 contract
Sources: Merger Agreement (Hologic Inc)
Normal Course. From the date hereof until the Effective Time, except as expressly contemplated by the Contribution AgreementClosing Date, the Company shall: (ai) maintain its corporate existence in good standing; (bii) maintain the general character of its business; (iii) maintain in effect all of its presently existing insurance coverage (or substantially equivalent insurance coverage); (civ) exercise commercially reasonable efforts to preserve intact, intact in all material respects, respects its business organization, preserve its goodwill and the confidentiality of its Trade Secretsbusiness know-how, exercise its best efforts to keep available to the Company the services of its current officers and employees and preserve their its present material business relationships with their its collaborators, licensors, customers, suppliers and other Persons with which the Company has material business relations; and (dv) except as otherwise prohibited by Section 4.3 hereof, in all material respects conduct its business (including the sale of the Company’s products) only in the usual and ordinary manner, including the performance of all Contracts, manner consistent with past practicepractice and perform all Contracts.
Appears in 1 contract