Business Changes. Since December 31, 2003, except with respect to inter-company transactions or as otherwise contemplated by this Agreement or as set forth in SCHEDULE 4.10, (a) each of the Company and its Subsidiaries has conducted its business in the Ordinary Course of Business; none of the Company and its Subsidiaries has issued, declared, set aside or paid any dividend or other distribution of cash or property on any of its respective Equity Securities nor has it, directly or indirectly, purchased, redeemed or otherwise acquired any shares of its respective Equity Securities or entered into any agreement or commitment to do any of the foregoing; (b) for each of the Company and its Subsidiaries there has not been any (i) general uniform increase in the compensation of the employees (including, without limitation, any increase pursuant to any bonus, pension, profit-sharing, deferred compensation or other plan or commitment), other than increases in the Ordinary Course of Business, (ii) increase in any such compensation payable to any individual officer, director, consultant or agent, other than increases in the Ordinary Course of Business, (iii) loans made to any officers, directors, shareholders, employees, consultants or agents; and (c) none of the Company and its Subsidiaries has incurred additional debt for borrowed money, nor has it incurred any obligation or liability (fixed, contingent or otherwise), nor made any acquisition of or contract for acquisition of any assets, nor paid any obligation or liability (except for current obligations or liabilities), in each case in excess of $4,000,000 or $7,000,000 in the aggregate, except in the Ordinary Course of Business;
Appears in 1 contract
Samples: Agreement and Plan of Merger (Millenium Holding Group Inc /Az/)
Business Changes. Since December 31, 2003, except with respect to inter-company Purchaser transactions or as otherwise contemplated by this Agreement or as set forth in SCHEDULE 4.105.10, (a) each of the Company Purchaser and its Subsidiaries has conducted its business in the Ordinary Course of Business; none of the Company Purchaser and its Subsidiaries has have not issued, declared, set aside or paid any dividend or other distribution of cash or property on any of its respective Equity Securities nor has it, directly or indirectly, purchased, redeemed or otherwise acquired any shares of its respective respective, Equity Securities or entered into any agreement or commitment to do any of the foregoing; foregoing (b) for each of the Company Purchaser and its Subsidiaries there has not been any (i) general uniform increase in the compensation of the employees (including, without limitation, any increase pursuant to any bonus, pension, profit-sharing, deferred compensation or other plan or commitment), other than increases in the Ordinary Course of Business, (ii) increase in any such compensation payable to any individual officer, director, consultant or agent, other than increases in the Ordinary Course of Business, (iii) loans made to any officers, directors, shareholders, employees, consultants or agents; , and (c) none of the Company Purchaser and its Subsidiaries has have not incurred additional debt for borrowed money, nor has it incurred any obligation or liability (fixed, contingent or otherwise), nor made any acquisition of or contract for acquisition of any assets, nor paid any obligation or liability (except for current obligations or liabilities), in each case in excess of $4,000,000 or $7,000,000 in the aggregate, except in the Ordinary Course of Business;
Appears in 1 contract
Samples: Agreement and Plan of Merger (Millenium Holding Group Inc /Az/)
Business Changes. Since December 31, 2003, except with respect to inter-company transactions or as otherwise contemplated by this Agreement or as set forth in SCHEDULE 4.10, (a) each of the Company and its Subsidiaries has conducted its business in the Ordinary Course of Business; none of the Company and its Subsidiaries has issued, declared, set aside or paid any dividend or other distribution of cash or property on any of its respective Equity Securities nor has it, directly or indirectly, purchased, redeemed or otherwise acquired any shares of its respective Equity Securities or entered into any agreement or commitment to do any of the foregoing; (b) for each of the Company and its Subsidiaries there has not been any (i) general uniform increase in the compensation of the employees (including, without limitation, any increase pursuant to any bonus, pension, profit-sharing, deferred compensation or other plan or commitment), other than increases in the Ordinary Course of Business, (ii) increase in any such compensation payable to any individual officer, director, consultant or agent, other than increases in the Ordinary Course of Business, (iii) loans made to any officers, directors, shareholders, employees, consultants or agents; and (c) none of the Company and its Subsidiaries has incurred additional debt for borrowed money, nor has it incurred any obligation or liability (fixed, contingent or otherwise), nor made any acquisition of or contract for acquisition of any assets, nor paid any obligation or liability (except for current obligations or liabilities), in each case in excess of $4,000,000 500,000 or $7,000,000 2,000,000 in the aggregate, except in the Ordinary Course of Business;
Appears in 1 contract
Samples: Agreement and Plan of Merger (Technology Visions Group Inc)
Business Changes. Since December 31, 2003, except with respect to inter-company Purchaser transactions or as otherwise contemplated by this Agreement or as set forth in SCHEDULE 4.105.10, (a) each of the Company Purchaser and its Subsidiaries has have conducted its business in the Ordinary Course of Business; none of the Company Purchaser and its Subsidiaries has have not issued, declared, set aside or paid any dividend or other distribution of cash or property on any of its respective Equity Securities nor has it, directly or indirectly, purchased, redeemed or otherwise acquired any shares of its respective respective, Equity Securities or entered into any agreement or commitment to do any of the foregoing; foregoing (b) for each of the Company Purchaser and its Subsidiaries there has not been any (i) general uniform increase in the compensation of the employees (including, without limitation, any increase pursuant to any bonus, pension, profit-sharing, deferred compensation or other plan or commitment), other than increases in the Ordinary Course of Business, (ii) increase in any such compensation payable to any individual officer, director, consultant or agent, other than increases in the Ordinary Course of Business, (iii) loans made to any officers, directors, shareholders, employees, consultants or agents; , and (c) none of the Company Purchaser and its Subsidiaries has have not incurred additional debt for borrowed money, nor has it incurred any obligation or liability (fixed, contingent or otherwise), nor made any acquisition of or contract for acquisition of any assets, nor paid any obligation or liability (except for current obligations or liabilities), in each case in excess of $4,000,000 50,000 or $7,000,000 200,000 in the aggregate, except in the Ordinary Course of Business;
Appears in 1 contract
Samples: Agreement and Plan of Merger (Technology Visions Group Inc)