Common use of Operation Pending Closing Clause in Contracts

Operation Pending Closing. On and after execution hereof and ------------ ------------------------- until the Effective Time, Parent will not enter into any transaction or perform any act that would constitute a material adverse breach of the representations, warranties or agreements contained herein and Parent and its officers and employees, will comply with all applicable material provisions of this Reorganization Agreement. On and after execution hereof and until the Effective Time: (a) Parent will afford to the officers and authorized representatives of Subsidiary access to the plants, properties, books and records of Parent and will furnish Subsidiary with such additional financial and operating data and other information as to the business and properties of the Parent as Subsidiary may from time to time reasonably request. (b) Parent will cooperate with Subsidiary, its representatives and counsel in the preparation and execution of any documents or other material which may be required in connection with the Exchange. (c) Parent will: (1) carry on its business in substantially the same manner as it has heretofore and not introduce any material new method of management, operation or accounting; (2) maintain its properties and facilities in as good working order and condition as at present, ordinary wear and tear excepted; (3) perform all its material obligations under agreements relating to or affecting its assets, properties and rights; (4) keep in full force and effect present insurance policies or other comparable insurance coverage; and

Operation Pending Closing. On and after execution hereof and ------------ ------------------------- until the Effective Time, Parent will not enter into any transaction or perform any act that would constitute a material adverse breach of the representations, warranties or agreements contained herein and Parent and its officers and employees, will comply with all applicable material provisions of this Reorganization Agreement. On and after execution hereof and until the Effective Time: (a) Parent will afford to the officers and authorized representatives of Subsidiary access to the plants, properties, books and records of Parent and will furnish Subsidiary with such additional financial and operating data and other information as to the business and properties of the Parent as Subsidiary may from time to time reasonably request. (b) Parent will cooperate with Subsidiary, its representatives and counsel in the preparation and execution of any documents or other material which may be required in connection with the Exchange. (c) Parent will: (1) carry on its business in substantially the same manner as it has heretofore and not introduce any material new method of management, operation or accounting; (2) maintain its properties and facilities in as good working order and condition as at present, ordinary wear and tear excepted; (3) perform all its material obligations under agreements relating to or affecting its assets, properties and rights; (4) keep in full force and effect present insurance policies or other comparable insurance coverage; and