Conduct to Date. From and after May 31, 2000 through the date of this Agreement, except for entering into this Agreement and performing its obligations hereunder, and except as disclosed in Section 2.21 of the Disclosure Schedule, Inotek has not done the following:
(i) failed to conduct its business in the ordinary and usual course consistent with past practices;
(ii) issued, sold, granted, conferred or awarded any common or other stock, or any corporate debt securities properly classified under generally accepted accounting principles applied on a consistent basis as long-term debt;
(iii) effected any stock split or adjusted, combined, reclassified or otherwise changed its capitalization;
(iv) declared, set aside or paid any cash or stock dividend or other distribution in respect of its capital stock, or purchased, redeemed, retired, repurchased, or exchanged, or otherwise directly or indirectly acquired or disposed of any of its capital stock;
(v) incurred any material obligation or liability (absolute or contingent), except as contemplated by Section 4.01(f)(i)(A), (B) and (C) hereof and normal trade or business obligations or liabilities incurred in the ordinary course of business, or subjected to lien any of its assets or properties other than in the ordinary course of business consistent with past practice and as properly reflected in Inotek's books and records;
(vi) discharged or satisfied any material lien or paid any material obligation or liability (absolute or contingent), other than in accordance with its terms in the ordinary course of business, except as contemplated by Section 4.01(f)(i)(A), (B) and (C) hereof;
(vii) sold, assigned, transferred, leased, exchanged, or otherwise disposed of any of its properties or assets other than for a fair consideration in the ordinary course of business;
(viii) except as required by contract, (A) increased the rate of compensation of, or paid any bonus to, any of its directors, officers, or other employees, except merit or promotion increases in accordance with existing policy, (B) except as contemplated by Section 4.01(f)(i)(C) hereof, entered into any new, or amended or supplemented any existing, employment, management, consulting, deferred compensation, severance or other similar contract, (C) entered into, terminated or substantially modified any of the Employee Plans or (D) except as contemplated by Section 4.01(f)(i)(C) hereof, agreed to do any of the foregoing;
(ix) suffered any material damage, destruction or loss...
Conduct to Date. From and after June 30, 1996 through the date of this Agreement, except as set forth on Schedule 2.17: (i) Xxxxx has conducted its respective businesses in the ordinary and usual course consistent with past practices; (ii) Xxxxx has not issued, sold, granted, conferred or awarded any of its Equity Securities or any corporate debt securities which would be classified under GAAP as long term debt on the Balance Sheet of Xxxxx; (iii) Xxxxx has not effected any stock split or adjusted, combined, reclassified or otherwise changed its capitalization; (iv) Xxxxx has not declared, set aside or paid any dividend or other distribution in respect of its capital stock, or purchased, redeemed, retired, repurchased, or exchanged, or otherwise acquired or disposed of, directly or indirectly, any of its Equity Securities, whether pursuant to the terms of such Equity Securities or otherwise; (v) Xxxxx has not incurred any material obligation or liability (absolute or contingent), except normal trade or business obligations or liabilities incurred in the ordinary course of business, or subjected to Lien any of its assets or properties other than in the ordinary course of business, (vi) Xxxxx has not discharged or satisfied any material Lien or paid any material obligation or liability (absolute or contingent), other than in the ordinary course of business; (vii) Xxxxx has not sold, assigned, transferred, leased, exchanged, or otherwise disposed of any of its properties or assets other than for fair consideration (in the reasonable opinion of management) and in the ordinary course of business; (viii) Xxxxx has not (A) increased the rate of compensation of, or paid any bonus to, any of its directors, officers, or other employees, except merit or promotion increases applicable to individual employees and annual increases applicable to employees generally, all in accordance with past practice, (B) entered into any new, or amended or supplemented any existing, employment, management, consulting, compensation, severance, or other similar contract, (C) entered into, terminated, or substantially modified any of the Xxxxx Employee Plans or (D) agreed to do any of the foregoing; (ix) Xxxxx has not suffered any material damage, destruction, or loss, whether as the result of fire, explosion, earthquake, accident, casualty, labor trouble, requisition, or taking of property by any Regulatory Authority, flood, windstorm, embargo, riot, act of God or the enemy, or other casualty or event, ...
Conduct to Date. From and after December 31, 2006, except as disclosed in Section 3.28 of the HNB Disclosure Schedule, neither HNB nor HNB Bank has done the following:
Conduct to Date. Except as disclosed on Schedule 5.14 and except for the transactions contemplated by this Agreement, since December 31, 1997:
(a) The Company has carried on its business in the ordinary and usual course consistent with its current practices.
(b) The Company has not issued or sold any of its Common Shares or other capital stock.
(c) The Company has not declared, set aside, or paid any dividend or other distribution in respect of its Common Shares or other capital stock, or, directly or indirectly, redeemed or otherwise acquired any of its Common Shares or other capital stock.
(d) The Company has not incurred or prepaid any corporate debt or instruments which are or would be classified as long-term debt on its balance sheet, nor has the Company made any loan or advance to any person.
(e) The Company has not sold, assigned, transferred, or otherwise disposed of any of its material properties or assets other than in the ordinary course of its business.
(f) The Company has not purchased or otherwise acquired from a third party assets constituting any other line of business or any material properties or assets outside the ordinary course of its business.
(g) The Company has not entered into any supply contract or other such agreement or understanding relating to the purchase of products by it which would constitute a Material Contract and which is not listed on Schedule 5.10.
(h) The Company has not increased the rate of compensation of, or paid any bonus to, any of its directors, officers, or other employees, except as required under existing Employee Plans; secured, collateralized, or funded any Employee Plan not previously secured, collateralized, or funded; entered into, terminated, or substantially modified any employment agreement or other Employee Plan; or agreed to do any of the foregoing.
(i) The Company has not entered into, or amended, modified or terminated, any Material Contract outside the ordinary course of business.
Conduct to Date. From and after March 31, 2006, except as disclosed in Section 3.28 of the RP Disclosure Schedule, neither Royal Palm nor RP Bank has done the following:
