Common use of Operation of the Business Clause in Contracts

Operation of the Business. From the date of this Agreement until the Closing Date, the Sellers and the Company will: (a) conduct the Business only in the Ordinary Course of Business; (b) maintain the value of the Business as a going concern in the Ordinary Course of Business; (c) use commercially reasonable efforts to preserve intact its business organization and relationships with third parties (including lessors, licensors, suppliers/vendors and distributors) and employees in the Ordinary Course of Business; and (d) consult with Buyer prior to taking any action or entering into any transaction that may be of strategic importance to the Company. Without limiting the generality of this Section 6.2, without the written consent of Buyer, Sellers and the Company will not: (i) take or omit to take any action that would cause the representations and warranties in Article III and Article IV to be materially untrue at, or as of any time prior to, the Closing Date; (ii) take or omit to take any action which, if taken or omitted to be taken between February 4, 2018 and the date of this Agreement would have been required to be disclosed on Schedule 3.9 of this Agreement; and (iii) (A) amend, terminate (excluding any expiration in accordance with its terms) or modify any payment terms of, any Contract listed on Schedule 3.18 or Schedule 3.19 of this Agreement or (B) enter into any Contract of a type that would be required to be listed on Schedule 3.18 or Schedule 3.19 of this Agreement if such Contract was in effect on the date hereof; provided, however, that nothing in this Section 6.2 or otherwise in this Agreement shall restrict or prohibit the Company from making (i) Tax distributions to Sellers pursuant to the Organizational Documents of the Company, to the extent consistent with the past custom and practice of the Company, (ii) distributions with respect to the Preferred Membership Interests pursuant to the Organizational Documents of the Company, or (iii) payments of any interest, principal or other amounts with respect to any Debt when and if due or otherwise in the Ordinary Course of Business.

Operation of the Business. From the date of this Agreement July 11, 1997 until the Closing DateClosing, the Sellers ------------------------- except as expressly provided otherwise in this Agreement, Buyer and the Company will: (a) conduct the Business only its Subsidiaries shall conduct, or cause to be conducted, their business in the Ordinary Course ordinary course consistent with past practice (including with respect to the collection of Business; receivables, payment of payables and other liabilities, advertising activities, sales practices (bincluding promotions, discounts and concessions), capital expenditures and inventory levels, and contributions to or accruals to or in respect of Benefit Plans). Furthermore, without limiting the generality of the foregoing, Buyer and its Subsidiaries will (i) use reasonable commercial efforts to (A) preserve intact their business organizations, (B) keep available the services of their present officers and key employees, (C) continue in full force and effect without modification all existing policies or binders of insurance currently maintained in respect of their business, (D) preserve their current material relationships with customers, suppliers, lenders, creditors, employees, licensors, licensees, distributors and others with whom Buyer or any of its Subsidiaries or CTSH or any of its Subsidiaries has a material business or financial relationship, including without limitation the BBC Agreement, (E) safeguard the inventory of Buyer and its Subsidiaries from theft or misappropriation and (F) maintain the value books and records of Buyer and its Subsidiaries in substantially the Business same manner as a going concern in the Ordinary Course of Business; (c) use commercially reasonable efforts to preserve intact its business organization and relationships with third parties (including lessors, licensors, suppliers/vendors and distributors) and employees in the Ordinary Course of Business; presently maintained and (dii) consult with Buyer prior not engage in any practice, take any action, fail to taking take any action or entering enter into any transaction that may would or would reasonably be expected to result in any of strategic importance the conditions set forth in Article 10 not being satisfied on the Closing Date. In furtherance and not in limitation of the foregoing, Buyer covenants and agrees that, prior to the Company. Without limiting the generality of this Section 6.2Closing, without the prior written consent of Buyerthe Crown Parties, Sellers and the Company will not: (i) take none of Buyer or omit to take any action that would cause the representations and warranties in Article III and Article IV to be materially untrue at, or as of any time prior to, the Closing Date; (ii) take or omit to take any action which, if taken or omitted to be taken between February 4, 2018 and the date of this Agreement would have been required to be disclosed on Schedule 3.9 of this Agreement; and (iii) (A) amend, terminate (excluding any expiration in accordance with its terms) or modify any payment terms of, any Contract listed on Schedule 3.18 or Schedule 3.19 of this Agreement or (B) enter into any Contract of a type that would be required to be listed on Schedule 3.18 or Schedule 3.19 of this Agreement if such Contract was in effect on the date hereof; provided, however, that nothing in this Section 6.2 or otherwise in this Agreement shall restrict or prohibit the Company from making (i) Tax distributions to Sellers pursuant to the Organizational Documents of the Company, to the extent consistent with the past custom and practice of the Company, (ii) distributions with respect to the Preferred Membership Interests pursuant to the Organizational Documents of the Company, or (iii) payments of any interest, principal or other amounts with respect to any Debt when and if due or otherwise in the Ordinary Course of Business.Subsidiaries will:

Operation of the Business. From the date of this Agreement Effective Date until the Closing DateClosing, Seller Parties, except as otherwise agreed to by the Sellers Parties in writing, will (and the shall cause each other Group Company will: to): (a) conduct the Business only in the Ordinary Course of Business; , (b) maintain the value of the Business as a going concern in the Ordinary Course of Business; (c) use commercially reasonable efforts to preserve intact its each Group Company’s business organization and relationships (contractual or otherwise) with third parties (including lessors, licensors, suppliers/vendors , distributors, and distributorspatients) and employees, (c) use commercially reasonable efforts to keep available the services of its current officers, directors, employees and consultants, (d) preserve in all material respects its present Assets, (e) comply with all applicable Legal Requirements, including pursuant to the Disclosed Contracts, (f) pay all applicable Taxes as such Taxes become due and payable, (g) maintain all existing licenses and Permits material to its operations and businesses, (h) make all capital expenditures in the Ordinary Course of Business; , and (di) consult with Buyer prior to taking any action or entering into any transaction that may be of strategic importance to any Group Company or Buyer or that could otherwise prevent, enjoin, or materially alter or delay the CompanyTransactions, or that could reasonably be expected to have a Material Adverse Effect, and Seller Parties shall refrain from (and cause the Group Companies to refrain from) taking any action that would result in the change in the capitalization structure of the Group Companies as set forth on Schedule 3.5(a). Without limiting the generality of this Section 6.25.2, Seller shall not (and Seller Parties will cause the Group Companies not to), from the Effective Date until the Closing, directly or indirectly, do, or agree to do, any of the following without the prior written consent of the Buyer, Sellers and the Company will not: (i) take or omit to take any action that would cause the representations and warranties in Article III and Article IV to be materially untrue at, or as of any time prior to, the Closing Date; (ii) take or omit to take any action which, if taken or omitted to be taken between February 4, 2018 and the date of this Agreement would have been required to be disclosed on Schedule 3.9 of this Agreement; and (iii) (A) amend, terminate (excluding any expiration in accordance with its terms) or modify any payment terms of, any Contract listed on Schedule 3.18 or Schedule 3.19 of this Agreement or (B) enter into any Contract of a type that would be required to be listed on Schedule 3.18 or Schedule 3.19 of this Agreement if such Contract was in effect on the date hereof; provided, however, that nothing in this Section 6.2 or otherwise in this Agreement shall restrict or prohibit the Company from making (i) Tax distributions to Sellers pursuant to the Organizational Documents of the Company, to the extent consistent with the past custom and practice of the Company, (ii) distributions with respect to the Preferred Membership Interests pursuant to the Organizational Documents of the Company, or (iii) payments of any interest, principal or other amounts with respect to any Debt when and if due or otherwise in the Ordinary Course of Business.:

Operation of the Business. From the date of this Agreement hereof until the Closing DateClosing, the Sellers Target will, and the Target and the Sellers will cause each Company willto: (a) conduct the Business of each Company only in the Ordinary Course of BusinessBusiness (other than as contemplated by this Agreement); (b) maintain the value of the Business as use their best efforts to maintain, in a going concern in manner consistent with the Ordinary Course of Business; (c) use commercially reasonable efforts to preserve intact its business organization , the properties, physical facilities and relationships with third parties (including lessors, licensors, suppliers/vendors and distributors) and employees operations of each Company in the Ordinary Course of Business; and (d) consult with Buyer prior to taking any action or entering into any transaction that may be of strategic importance to the Company. Without limiting the generality of this Section 6.2, without the written consent of Buyer, Sellers and the Company will not: (i) take or omit to take any action that would cause the representations and warranties in Article III and Article IV to be materially untrue at, or same condition as of any time prior to, the Closing Date; (ii) take or omit to take any action which, if taken or omitted to be taken between February 4, 2018 and they were on the date of this Agreement would have been (subject to reasonable wear and tear), preserve intact the current business organization of each Company, keep available the services of the current officers, employees and agents of each Company, and maintain the relations and goodwill with suppliers, customers, lenders, creditors, employees, agents and others having material business relationships with any Company; (c) continue in full force and effect without material modifications all Insurance Policies, except as required by applicable Law; (d) confer with Buyer with respect to, and provide Buyer with copies of, Tax Returns before filing; (e) not effect any recapitalization, reclassification, or like change in such Company’s capitalization; (f) comply in all material respects with all applicable Laws; (g) maintain its books and records in accordance with past practice; (h) not institute, settle or agree to be disclosed on Schedule 3.9 of this Agreementsettle any Proceeding by or before any Governmental Body; and (iiii) (A) amendnot agree or commit to do any of the actions prohibited by this Section 6.4. The Sellers and the Target will not, terminate (excluding and will cause each Company not to, engage in any expiration in accordance with its terms) practice, take any action, fail to take any action, or modify any payment terms of, any Contract listed on Schedule 3.18 or Schedule 3.19 of this Agreement or (B) enter into any Contract transaction as a result of a type that would be required which any change or event listed in Section 4.7 is reasonably likely to be listed on Schedule 3.18 or Schedule 3.19 of this Agreement if such Contract was in effect on the date hereof; provided, however, that nothing in this Section 6.2 or otherwise in this Agreement shall restrict or prohibit the Company from making (i) Tax distributions to Sellers pursuant to the Organizational Documents of the Company, to the extent consistent with the past custom and practice of the Company, (ii) distributions with respect to the Preferred Membership Interests pursuant to the Organizational Documents of the Company, or (iii) payments of any interest, principal or other amounts with respect to any Debt when and if due or otherwise in the Ordinary Course of Businessdoes occur.

Operation of the Business. From the date of this Agreement Effective Date until the Closing DateClosing, Seller Parties, except as otherwise agreed to by the Sellers Parties in writing, will (and the shall cause each other Group Company will: to): (a) conduct the Business only in the Ordinary Course of Business; , (b) maintain the value of the Business as a going concern in the Ordinary Course of Business; (c) use commercially reasonable efforts to preserve intact its each Group Company’s business organization and relationships (contractual or otherwise) with third parties (including lessors, licensors, suppliers/vendors , distributors, and distributorspatients) and employees, (c) use commercially reasonable efforts to keep available the services of its current officers, directors, employees and consultants, (d) preserve in all material respects its present Assets, (e) comply with all applicable Legal Requirements, including pursuant to the Disclosed Contracts, (f) pay all applicable Taxes as such Taxes become due and payable, (g) maintain all existing licenses and Permits material to its operations and businesses, (h) make all capital expenditures in the Ordinary Course of Business; , and (di) consult with Buyer prior to taking any action or entering into any transaction that may be of strategic importance to any Group Company or Buyer or that could otherwise prevent, enjoin, or materially alter or delay the CompanyTransactions, or that could reasonably be expected to have a Material Adverse Effect, and Seller Parties shall refrain from (and cause the Group Companies to refrain from) taking any action that would result in the change in the capitalization structure of the Group Companies as set forth on Schedule 0. Without limiting the generality of this Section 6.20, Seller shall not (and Seller Parties will cause the Group Companies not to), from the Effective Date until the Closing, directly or indirectly, do, or agree to do, any of the following without the prior written consent of the Buyer, Sellers and the Company will not: (i) take or omit to take any action that would cause the representations and warranties in Article III and Article IV to be materially untrue at, or as of any time prior to, the Closing Date; (ii) take or omit to take any action which, if taken or omitted to be taken between February 4, 2018 and the date of this Agreement would have been required to be disclosed on Schedule 3.9 of this Agreement; and (iii) (A) amend, terminate (excluding any expiration in accordance with its terms) or modify any payment terms of, any Contract listed on Schedule 3.18 or Schedule 3.19 of this Agreement or (B) enter into any Contract of a type that would be required to be listed on Schedule 3.18 or Schedule 3.19 of this Agreement if such Contract was in effect on the date hereof; provided, however, that nothing in this Section 6.2 or otherwise in this Agreement shall restrict or prohibit the Company from making (i) Tax distributions to Sellers pursuant to the Organizational Documents of the Company, to the extent consistent with the past custom and practice of the Company, (ii) distributions with respect to the Preferred Membership Interests pursuant to the Organizational Documents of the Company, or (iii) payments of any interest, principal or other amounts with respect to any Debt when and if due or otherwise in the Ordinary Course of Business.:

Operation of the Business. From the date Effective Date until the earlier of the Closing or the termination of this Agreement until Agreement, except as otherwise contemplated by this Agreement, required by Law, as set forth in Section 6.3 of the Closing DateDisclosure Schedule or as consented to by Buyer in writing (which consent shall not be unreasonably withheld, the Sellers and the conditioned or delayed), Seller will cause each Company willto: (a) conduct the Business only of each Company in the Ordinary Course of Business; (b) use their reasonable best efforts to maintain the value properties, physical facilities and operations of each Company in the same condition as they were on the date of this Agreement (subject to reasonable wear and tear), preserve intact the current business organization of each Company, keep available the services of the Business as a going concern in current officers and key employees of each Company, and maintain the Ordinary Course of Businessrelations and goodwill with suppliers, customers, lenders and others having material business relationships with any Company; (c) use commercially reasonable efforts continue in full force and effect without modification all Insurance Policies, except as required by applicable Law; (d) not effect any recapitalization, reclassification, or like change in such Company’s capitalization; (e) comply in all material respects with all applicable Laws; (f) maintain its books and records in accordance with past practice; (g) not settle or agree to preserve intact its business organization and relationships with third parties settle any Proceeding (including lessors, licensors, suppliers/vendors and distributorsother than a Tax Proceeding) and employees by or before any Governmental Body; (h) not settle any material Tax Proceeding if such settlement could reasonably be expected to result in the Ordinary Course a material Tax Liability of Businesssuch Company or Buyer for a Post-Closing Tax Period; and (di) consult with Buyer prior not agree or commit to taking do any of the actions prohibited by this Section 6.3. Seller will not, and will cause each Company not to, take any action or entering into any transaction that may be of strategic importance to the Company. Without limiting the generality of this Section 6.2, without the written consent of Buyer, Sellers and the Company will not: (i) take or omit to take any action that would cause the representations and warranties in Article III and Article IV to be materially untrue at, or as of any time prior to, the Closing Date; (ii) take or omit fail to take any action which, if taken or omitted failed to be taken between February 4at the Effective Date, 2018 and the date would constitute or result in a breach of this Agreement would have been required to be disclosed on Schedule 3.9 of this Agreement; and Sections 4.7(a) through (iii) (A) amend, terminate (excluding any expiration in accordance with its terms) or modify any payment terms of, any Contract listed on Schedule 3.18 or Schedule 3.19 of this Agreement or (B) enter into any Contract of a type that would be required to be listed on Schedule 3.18 or Schedule 3.19 of this Agreement if such Contract was in effect on the date hereof; provided, however, that nothing in this Section 6.2 or otherwise in this Agreement shall restrict or prohibit the Company from making (i) Tax distributions to Sellers pursuant to the Organizational Documents of the Company, to the extent consistent with the past custom and practice of the Company, (ii) distributions with respect to the Preferred Membership Interests pursuant to the Organizational Documents of the Company, or (iii) payments of any interest, principal or other amounts with respect to any Debt when and if due or otherwise in the Ordinary Course of Businessk).