Common use of Ordinary Course Clause in Contracts

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 9 contracts

Sources: Merger Agreement (Bancorp Connecticut Inc), Merger Agreement (Banknorth Group Inc/Me), Merger Agreement (First National Lincoln Corp /Me/)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to (i) preserve intact its business organization, keep available the present services of properties, and assets and (ii) maintain its rights, franchises and existing relations with customers, suppliers, employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries and others with whom business relations existassociates.

Appears in 6 contracts

Sources: Merger Agreement (Mb Financial Inc /Md), Merger Agreement (Mutualfirst Financial Inc), Merger Agreement (First Oak Brook Bancshares Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve intact its business organizationorganizations and assets and maintain its rights, keep available the present services of franchises and authorizations and its existing relations with customers, suppliers, employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries and others with whom business relations existassociates.

Appears in 5 contracts

Sources: Merger Agreement (M&t Bank Corp), Merger Agreement (Cullen Frost Bankers Inc), Merger Agreement (Summit Bancshares Inc /Tx/)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice and in compliance with all laws and prudent business and banking practices, or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the other parties the goodwill of the its customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 4 contracts

Sources: Merger Agreement (BayCom Corp), Agreement and Plan of Reorganization and Merger (BayCom Corp), Merger Agreement (First Foundation Inc.)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve intact its business organizationorganizations and assets and maintain its rights, keep available the present services of franchises and authorizations and its existing relations with customers, suppliers, vendors, employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries and others with whom business relations existassociates.

Appears in 3 contracts

Sources: Merger Agreement (Citizens Community Bancorp Inc.), Stock Purchase Agreement (Citizens Community Bancorp Inc.), Merger Agreement (Umb Financial Corp)

Ordinary Course. Conduct its business and the business of its Subsidiaries other than in the ordinary and usual course of business consistent with past practice or fail to use reasonable best efforts to preserve intact its business organizationorganizations, keep available the present services of and material assets and maintain its material rights, franchises, authorizations and existing relations with customers, suppliers, employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries and others with whom business relations existassociates.

Appears in 3 contracts

Sources: Merger Agreement (Northstar Realty Finance Corp.), Merger Agreement (Colony Capital, Inc.), Merger Agreement (Barrack Thomas Jr)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers of the Company Parent and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (Commercial Capital Bancorp Inc), Merger Agreement (Hawthorne Financial Corp)

Ordinary Course. Conduct its respective business other than in the ordinary and usual course consistent with past practice and in compliance with all laws and prudent business and banking practices, or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the other parties the goodwill of the its customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (BayCom Corp), Agreement and Plan of Reorganization and Merger (BayCom Corp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent Washington Federal the goodwill of the customers of the Company First Mutual and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (Washington Federal Inc), Merger Agreement (First Mutual Bancshares Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees (except in the case of terminations of employees for cause) and preserve for itself and Parent PPBI the goodwill of the customers of the Company HEOP and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Agreement and Plan of Reorganization (Heritage Oaks Bancorp), Merger Agreement (Pacific Premier Bancorp Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use all commercially reasonable best efforts consistent with past practice and its policies as in effect on the date of this Agreement, to preserve its business organization, keep available the present services of its officers and employees (except in the case of terminations of officers and employees for cause) and preserve for itself and Parent Plumas the goodwill of the customers of the Company Cornerstone and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Agreement and Plan of Merger and Reorganization (Plumas Bancorp), Agreement and Plan of Merger and Reorganization (Plumas Bancorp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers of the Company Hawthorne and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (Commercial Capital Bancorp Inc), Merger Agreement (Hawthorne Financial Corp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent First Place the goodwill of the customers of the Company Franklin and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (First Place Financial Corp /De/), Merger Agreement (Franklin Bancorp Inc Mi)

Ordinary Course. Conduct its business or the business of any Subsidiary other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent HomeStreet the goodwill of the customers of the Company Simplicity and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (Simplicity Bancorp, Inc.), Merger Agreement (HomeStreet, Inc.)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice and in compliance with all laws and commercially reasonable business and banking practices or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent Purchaser Parties the goodwill of the its customers of the Company and its Subsidiaries and others with whom material business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (Mission Community Bancorp), Merger Agreement (Santa Lucia Bancorp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees organization and preserve for itself and Parent HEOP the goodwill of the customers of the Company PPBI and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Agreement and Plan of Reorganization (Heritage Oaks Bancorp), Merger Agreement (Pacific Premier Bancorp Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice and in compliance with all Laws and prudent business and banking practices, or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the other party hereto, the goodwill of the its customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 2 contracts

Sources: Merger Agreement (Southern California Bancorp \ CA), Merger Agreement

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice and in compliance with all applicable Laws and prudent business and banking practices, or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the other parties the goodwill of the its customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Plumas Bancorp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers and clients of the Company and its Subsidiaries IPC and others with whom business relations exist.

Appears in 1 contract

Sources: Stock Purchase Agreement (First Community Bancshares Inc /Nv/)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice and in compliance with all laws and prudent business and banking practices, or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the other parties hereto, the goodwill of the its customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (BayCom Corp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries Southland Bank and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Vineyard National Bancorp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees (except in the case of terminations of employees for cause) and preserve for itself and Parent F&M the goodwill of the customers of the Company DELTA and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Farmers & Merchants Bancorp)

Ordinary Course. Conduct its business their respective businesses other than in the ordinary and usual course consistent with past practice and in compliance with all laws and prudent business and banking practices or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent each other the goodwill of the their respective customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Manhattan Bancorp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries Target Bank and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (PCB Bancorp Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice practices or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent OPOF the goodwill of the customers of the Company and its Subsidiaries CNB and others with whom business relations exist.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Old Point Financial Corp)

Ordinary Course. Conduct its respective business other than in the ordinary and usual course consistent with past practice and in compliance with all laws and prudent business and banking practices, or fail to use commercially reasonable best efforts to preserve its respective business organization, keep available the present services of its employees and preserve for itself and Parent the other parties hereto the goodwill of the its customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (BayCom Corp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent PPBI the goodwill of the customers of the Company and its Subsidiaries FAB and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Pacific Premier Bancorp Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, maintain its regulatory authorizations, permits and licenses, keep available the present services of its employees and preserve for itself and Parent Acquiror the goodwill of the customers of the Company MortgageIT and its Subsidiaries and others with whom business relations existSubsidiaries.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (MortgageIT Holdings, Inc.)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees (except in the case of terminations of employees for cause) and preserve for itself and Parent SHBI the goodwill of the customers of the Company Severn and its Subsidiaries and others with whom material business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Severn Bancorp Inc)

Ordinary Course. Conduct its business the Business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent FCBI the goodwill of the customers and clients of the Company and its Subsidiaries GIG and others with whom business relations exist.

Appears in 1 contract

Sources: Stock Purchase Agreement (First Community Bancshares Inc /Nv/)

Ordinary Course. Conduct its business other than in the ordinary --------------- and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (American Financial Holdings Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent FCBI the goodwill of the customers of the Company and its Subsidiaries PBV and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (First Community Bancshares Inc /Nv/)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice practices or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent EVBS the goodwill of the customers of the Company and its Subsidiaries VCB and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Eastern Virginia Bankshares Inc)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice and in compliance with all laws and prudent business and banking practices, or fail to use commercially reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the other parties the goodwill of the its customers of the Company and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (First Foundation Inc.)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent the goodwill of the customers of the Company and its Subsidiaries Rancho Bank and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (Vineyard National Bancorp)

Ordinary Course. Conduct its business other than in the ordinary and usual course consistent with past practice or fail to use reasonable best efforts to preserve its business organization, keep available the present services of its employees and preserve for itself and Parent First Place the goodwill of the customers of the Company Northern and its Subsidiaries and others with whom business relations exist.

Appears in 1 contract

Sources: Merger Agreement (First Place Financial Corp /De/)