Common use of Certain Negative Covenants of the Company Clause in Contracts

Certain Negative Covenants of the Company. The Company agrees that, during the period beginning on the Execution Date and ending on the Termination Date, the Company shall not, and shall cause each Company Subsidiary not to: (a) enter into any transaction or arrangement with any Affiliate, employee, officer, director or shareholder of the Company or Company Subsidiary, unless such transaction is effectuated on an arms’ length basis and approved by the independent directors of the Company or such Company Subsidiary, as the case may be; (b) incur (or permit to exist) any Debt (other than Permitted Debt); (c) grant, establish or maintain any Lien on any of its Property other than Permitted Liens; (d) make any Restricted Payments other than Restricted Payments made by a Company Subsidiary to the Company; (e) make any offers or sales of any security or solicit any offers to buy any security, which will be integrated with the sale of the Securities in a manner which would require the registration of any of the Securities under the Securities Act or require stockholder approval under the rules and regulations of the Principal Market; (f) dispose of all or any part of its Property unless (i) such disposition is in the ordinary course of business and for fair market value, and (ii) such Property is not material to the Company’s or any Company Subsidiary’s business, operations or financial condition or performance; or (g) consent to or implement any termination, amendment, modification, supplement or waiver of the certificate or articles of incorporation, articles of organization, bylaws, regulations or other constituent documents of the Company or any Company Subsidiary which would reasonably be expected to adversely affect the rights of any Holder under the Transaction Documents.

Certain Negative Covenants of the Company. The Company agrees that, during the period beginning on the Execution Date and ending on the Termination Date, the Company shall not, and shall cause each Company Subsidiary not to: (a) enter into any transaction or arrangement with any Affiliate, employee, officer, director or shareholder of the Company or Company Subsidiary, unless such transaction is effectuated on an arms’ length basis and approved by the independent directors of the Company or such Company Subsidiary, as the case may be; (b) incur (or permit to exist) any Debt (other than Permitted Debt); (c) grant, establish or maintain any Lien on any of its Property other than Permitted Liens; (d) make any Restricted Payments other than Restricted Payments made by a Company Subsidiary to the Company; (e) make any offers or sales of any security or solicit any offers to buy any security, which will be integrated with the sale of the Securities in a manner which would require the registration of any of the Securities under the Securities Act or require stockholder approval under the rules and regulations of the Principal Market; (f) dispose of all or any part of its Property unless (i) such disposition is in the ordinary course of business and for fair market value, and (ii) such Property is not material to the Company’s or any Company Subsidiary’s business, operations or financial condition or performance; or; (gf) consent to or implement any termination, amendment, modification, supplement or waiver of the certificate or articles of incorporation, articles of organization, bylaws, regulations or other constituent documents of the Company or any Company Subsidiary which would could reasonably be expected to adversely affect the rights of any Holder the Holders under the Transaction Documents; and (g) effectuate a Subsequent Placement of (x) any Variable Rate Security or (y) any securities of a Company Subsidiary.

Certain Negative Covenants of the Company. The Company agrees that, during the period beginning on the Execution Date and ending on the Termination Date, without the written consent of the Holders, the Company shall not, and shall cause each Company Subsidiary not to: (a) enter into any transaction or arrangement with any Affiliate, employee, officer, director or shareholder of the Company or Company Subsidiary, unless such transaction is effectuated on an arms’ length basis and approved by the independent directors of the Company or such Company Subsidiary, as the case may be; (b) incur (or permit to exist) any Debt (other than Permitted Debt); (c) grant, establish or maintain any Lien on any of its Property other than Permitted Liens; (d) make any Restricted Payments other than Restricted Payments made by a Company Subsidiary to the Company; (e) make any offers or sales of any security or solicit any offers to buy any security, which will be integrated with the sale of the Securities in a manner which would require the registration of any of the Securities under the Securities Act or require stockholder approval under the rules and regulations of the Principal Market; (f) dispose of all or any part of its Property unless (i) such disposition is in the ordinary course of business and for fair market value, and (ii) such Property is not material to the Company’s or any Company Subsidiary’s business, operations or financial condition or performance; or (g) consent to or implement any termination, amendment, modification, supplement or waiver of the certificate or articles of incorporation, articles of organization, bylaws, regulations or other constituent documents of the Company or any Company Subsidiary which would reasonably be expected to adversely affect the rights of any Holder under the Transaction Documents.

Certain Negative Covenants of the Company. The Company agrees that, during the period beginning on the Execution Date and ending on the Termination Date, the Company shall not, and shall cause each Company Subsidiary not to: (ai) enter into any transaction or arrangement with any Affiliate, employee, officer, director or shareholder of the Company or Company Subsidiary, unless such transaction is effectuated on an arms’ length basis and approved by the independent directors of the Company or such Company Subsidiary, as the case may be; (bii) incur (or permit to exist) any Debt (other than Permitted Debt); (ciii) grant, establish or maintain any Lien on any of its Property other than Permitted Liens; (div) make any Restricted Payments other than Restricted Payments made by a Company Subsidiary to the Company; (ev) make any offers or sales of any security or solicit any offers to buy any security, which will be integrated with the sale of the Securities in a manner which would require the registration of any of the Securities under the Securities Act or require stockholder approval under the rules and regulations of the Principal Market; (fvi) dispose of all or any part of its Property unless (i) such disposition is in the ordinary course of business and for fair market value, and (ii) such Property is not material to the Company’s or any Company Subsidiary’s business, operations or financial condition or performance; or (gvii) consent to or implement any termination, amendment, modification, supplement or waiver of the certificate or articles of incorporation, articles of organization, bylaws, regulations or other constituent documents of the Company or any Company Subsidiary which would could reasonably be expected to adversely affect the rights of any Holder under the Transaction Documents.

Certain Negative Covenants of the Company. The Company agrees that, during without the period beginning on prior written approval of Holders of a majority of the Execution Date and ending on the Termination Date, outstanding Securities the Company shall not, and shall cause each Company Subsidiary not to: (a) enter into any transaction or arrangement with any Affiliate, employee, officer, director or shareholder of the Company or Company Subsidiary, unless such transaction is effectuated on an arms’ length basis and approved by the independent directors of the Company or such Company Subsidiary, as the case may be; (b) incur (or permit to exist) any Debt (other than Permitted Debt); (c) grant, establish or maintain any Lien on any of its Property other than Permitted Liens; (d) make any Restricted Payments other than Restricted Payments made by a Company Subsidiary to the Company; (e) make any offers or sales of any security or solicit any offers to buy any security, which will be integrated with the sale of the Securities in a manner which would require the registration of any of the Securities under the Securities Act or require stockholder approval under the rules and regulations of the Principal Market; (f) issue any shares of its Series B Preferred Stock; (g) dispose of all or any part of its Property unless (i) such disposition is in the ordinary course of business and for fair market value, and (ii) such Property is not material to the Company’s or any Company Subsidiary’s business, operations or financial condition or performance; or; (gh) consent to or implement any termination, amendment, modification, supplement or waiver of the certificate or articles of incorporation, articles of organization, bylaws, regulations or other constituent documents of the Company or any Company Subsidiary which would reasonably be expected to adversely affect the rights of any Holder under the Transaction Documents; (i) issue any shares of its Common Stock or warrants/options, or any other right to purchase Common Stock, except Common Stock issued as conversion of Permitted Debt, options issued from the Company Incentive Stock Plan or Common Stock issued through exercise of warrants and options outstanding as of this date; or (j) reverse stock split or combination of any class of outstanding shares of its capital stock.

Certain Negative Covenants of the Company. The Company agrees that, during without the period beginning on prior written approval of Holders of a majority of the Execution Date and ending on the Termination Date, outstanding Securities the Company shall not, and shall cause each Company Subsidiary not to: (a) enter into any transaction or arrangement with any Affiliate, employee, officer, director or shareholder of the Company or Company Subsidiary, unless such transaction is effectuated on an arms’ length basis and approved by the independent directors of the Company or such Company Subsidiary, as the case may be; (b) incur (or permit to exist) any Debt (other than Permitted Debt); (c) grant, establish or maintain any Lien on any of its Property other than Permitted Liens; (d) make any Restricted Payments other than Restricted Payments made by a Company Subsidiary to the Company; (e) make any offers or sales of any security or solicit any offers to buy any security, which will be integrated with the sale of the Securities in a manner which would require the registration of any of the Securities under the Securities Act or require stockholder approval under the rules and regulations of the Principal Market; (f) issue any shares of its Series A Preferred Stock; (g) dispose of all or any part of its Property unless (i) such disposition is in the ordinary course of business and for fair market value, and (ii) such Property is not material to the Company’s or any Company Subsidiary’s business, operations or financial condition or performance; or; (gh) consent to or implement any termination, amendment, modification, supplement or waiver of the certificate or articles of incorporation, articles of organization, bylaws, regulations or other constituent documents of the Company or any Company Subsidiary which would reasonably be expected to adversely affect the rights of any Holder under the Transaction Documents; or (i) issue any shares of its Common Stock or warrants/options, or any other right to purchase Common Stock, except Common Stock issued as conversion of Permitted Debt, options issued from the Company Incentive Stock Plan or Common Stock issued through exercise of warrants and options outstanding as of this date.