Additional Negative Covenants. Not to, without the Bank’s written consent:
(a) Enter into any consolidation, merger, or other combination, or become a partner in a partnership, a member of a joint venture, or a member of a limited liability company.
(b) Acquire or purchase a business or its assets.
(c) Engage in any business activities substantially different from the Borrower’s present business.
(d) Liquidate or dissolve the Borrower’s business.
Additional Negative Covenants. So long as at least twenty-five percent (25%) of the principal amount of the Notes issued on the Closing Date is outstanding and during the pendency of an Event of Default (as defined in the Note) and except as set forth on Schedule 9(r), without the consent of the Subscribers, the Company will not and will not permit any of its Subsidiaries to directly or indirectly:
(i) create, incur, assume or suffer to exist any pledge, hypothecation, assignment, deposit arrangement, lien, charge, claim, security interest, security title, mortgage, security deed or deed of trust, easement or encumbrance, or preference, priority or other security agreement or preferential arrangement of any kind or nature whatsoever (including any lease or title retention agreement, any financing lease having substantially the same economic effect as any of the foregoing, and the filing of, or agreement to give, any financing statement perfecting a security interest under the Uniform Commercial Code or comparable law of any jurisdiction) (each, a “Lien”) upon any of its property, whether now owned or hereafter acquired except for (i) the Excepted Issuances, (ii) (a) Liens imposed by law for taxes that are not yet due or are being contested in good faith and for which adequate reserves have been established in accordance with generally accepted accounting principles; (b) carriers’, warehousemen’s, mechanics’, material men’s, repairmen’s and other like Liens imposed by law, arising in the ordinary course of business and securing obligations that are not overdue by more than 30 days or that are being contested in good faith and by appropriate proceedings; (c) pledges and deposits made in the ordinary course of business in compliance with workers’ compensation, unemployment insurance and other social security laws or regulations; (d) deposits to secure the performance of bids, trade contracts, leases, statutory obligations, surety and appeal bonds, performance bonds and other obligations of a like nature, in each case in the ordinary course of business; (e) Liens created with respect to the financing of the purchase of new property in the ordinary course of the Company’s business up to the amount of the purchase price of such property, or (f) easements, zoning restrictions, rights-of-way and similar encumbrances on real property imposed by law or arising in the ordinary course of business that do not secure any monetary obligations and do not materially detract from the value of the affecte...
Additional Negative Covenants. The Lessee covenants and agrees that, throughout the Term and such time as the Lessee remains in possession of the Leased Property:
Additional Negative Covenants. Not to, without the Bank’s written consent, not to be unreasonably withheld, conditioned or delayed:
(a) Enter into any consolidation, merger, or other combination.
(b) Engage in any business activities substantially different from the Borrower’s present business.
(c) Liquidate or dissolve the Borrower’s business.
(d) Voluntarily suspend the Borrower’s business for more than seven (7) days in any thirty (30) day period.
Additional Negative Covenants. The Borrower also shall comply with the additional negative covenants identified in Schedule 4 attached hereto.
Additional Negative Covenants. The Corporation hereby covenants and agrees that, except with the prior written consent of the Investor, so long as any Debentures remain outstanding, it will not, and will ensure that no Subsidiary:
(a) except as expressly contemplated or permitted hereunder, purchase, buy back, redeem, retire, repurchase, cancel or otherwise acquire for cash any security of the Corporation (including, without limitation options, warrants, conversion or exchange privileges and similar rights in respect of shares), other than pursuant to the terms and conditions of any securities of the Corporation outstanding as of the date of this Subscription Agreement;
(b) makes any change to its constating documents that would reasonably be expected to have a Material Adverse Effect, including changes in their respective names without providing the Investor with at least thirty (30) days prior written notice;
(c) pays out any shareholder loans or other Indebtedness to non-arm’s length parties, except in accordance with their terms in the ordinary course of the Corporation’s business as an investment issuer, or pursuant to the terms of any Permitted Debt, consistent with past practice (for clarity, without acceleration) or enters into any transaction with any non-arm’s length parties other than on commercially reasonable terms;
(d) except as expressly contemplated or permitted hereunder, make any payment to, or declare any amounts payable to, its shareholders, affiliates or executives (other than commercially reasonable or existing contractual salaries and bonuses in the ordinary course), including, without limitation, the declaration or payment of dividend to the holders of the Corporation’s issued and outstanding Common Shares, provided however that the Corporation may make payments to the Subsidiaries and the Subsidiaries may make payments among themselves;
(e) guarantee the obligations of any other person, directly or indirectly, other than obligations permitted by this Subscription Agreement, including any Permitted Debt;
(f) enter into or become party or subject to any dissolution, winding up, reorganization, arrangement or similar transaction or proceedings, except for the dissolution or winding-up or liquidation of a non-material Subsidiary in the ordinary course of the Corporation’s business as an investment issuer; or
(g) engage in the conduct of any business other than its business as existing on the date of this Subscription Agreement or in any related, ancillary or complim...
Additional Negative Covenants. The Awardee shall comply with the additional negative covenants set forth in Schedule 1 hereto.
Additional Negative Covenants. Not to, without the Bank's written consent: (a) engage in any business activities substantially different from the Borrower's present business.
Additional Negative Covenants. Not to, without the Bank's written consent:
(a) engage in any business activities substantially different from the Borrower's present business.
(b) liquidate or dissolve the Borrower's business.
(c) enter into any consolidation, merger, pool, joint venture, syndicate, or other combination.
(d) lease, or dispose of all or a substantial part of the Borrower's business or the Borrower's assets.
(e) acquire or purchase a business or its assets.
(f) sell or otherwise dispose of any assets for less than fair market value, or enter into any sale and leaseback agreement covering any of its fixed or capital assets.
Additional Negative Covenants. Not to, without the Bank's written consent:
(a) Enter into any consolidation, merger, or other combination, or become a partner in a partnership, a member of a joint venture, or a member of a limited liability company.
(b) Acquire or purchase a business or its assets.
(c) Engage in any business activities substantially different from the Borrower's present business.
(d) Liquidate or dissolve the Borrower's business.
(e) Voluntarily suspend the Borrower's business for more than seven (7) days in any three hundred sixty-five (365) day period.
