Distributions, Satisfactions, Obligations. Except as set forth in Schedule 6.10, since the date of the Clariti Interim Financial Statements, to the knowledge of Clariti, Clariti has not:
(a) Issued any other shares of its capital stock, bonds or any other of its securities;
(b) Incurred any obligations or liabilities for money borrowed, or any additional debt in an original principal amount greater than U.S. $100,000 other than trade debt, or assumed, guaranteed or otherwise become responsible for the obligations of any other party in a principal amount greater than U.S. $100,000, or agreed to so do;
(c) Incurred any material obligations or liabilities, in an amount in excess of U.S. $100,000, other than in the ordinary course of business;
(d) Mortgaged or pledged or subjected to lien, charge or other encumbrance, any of its assets, tangible or intangible, except for capital leases, equipment leases, or in the ordinary course of business;
(e) Declared, set aside or made or paid any dividend or other distribution to any its stockholders, partners or members; or redeemed, purchased or otherwise acquired, directly or indirectly, any of its capital stock or ownership interest, or authorized or effected any split-up or any recapitalization or made any changes in its authorized or issued capital stock;
(f) Sold, transferred or disposed of any of its assets except assets used or consumed in the ordinary course of business and obsolete equipment and equipment which has been replaced in the ordinary course of business;
(g) Suffered any material adverse change in its business, material damage to its assets, disruption of business or losses, whether covered by insurance or not, or waived any rights of substantial value; or
(h) Operated its business in any way other than in the ordinary course.
Distributions, Satisfactions, Obligations. Except as disclosed in Schedule 4.17 hereto, since the Balance Sheet Date, neither GBGC nor IMG has:
(i) issued any stock, bonds, partnership or membership interests or other securities or equity interests;
(ii) incurred any obligations or liabilities for money borrowed;
(iii) incurred any material obligations or liabilities, absolute or contingent;
(iv) discharged or satisfied any lien, encumbrance or obligation, or paid any material liabilities, absolute or contingent, other than in the ordinary course of business;
(v) declared or made any dividend payment or distribution to any stockholder, partner or member of GBGC or IMG;
(vi) purchased or redeemed any shares of the capital stock or other equity interests of GBGC or IMG;
(vii) mortgaged or pledged or subjected to lien, charge or other encumbrance, any of its material assets, tangible or intangible;
(viii) sold, transferred or disposed of any of its assets except assets used or consumed in the ordinary course of business and obsolete equipment and equipment which has been replaced in the ordinary course of business;
(ix) taken as a whole, suffered any material adverse change, material damage, material disruption of business or losses, whether covered by insurance or not, or waived any rights of substantial value;
(x) increased compensation payable to or to become payable by such entity to any of its employees whose salary (inclusive of bonus) is expected to exceed $50,000 in 1998, except for increases in the ordinary course of business to an employee on the anniversary date of his employment, or upon his annual award date, which do not exceed 10% of the base salary of such employee; or
(xi) operated its business in any way other than in the ordinary course.
Distributions, Satisfactions, Obligations. Since the date of the Clariti Interim Financial Statements, to the knowledge of Clariti, Clariti has not:
(a) Issued any other shares of its capital stock, bonds or any other of its securities;
(b) Incurred any obligations or liabilities for money borrowed, or any additional debt in an original principal amount greater than U.S. $100,000 other than trade debt, or assumed, guaranteed or otherwise become responsible for the obligations of any other party in a principal amount greater than U.S. $100,000, or agreed to so do;
(c) Incurred any material obligations or liabilities, in an amount in excess of U.S. $100,000, other than in the ordinary course of business;
(d) Mortgaged or pledged or subjected to lien, charge or other encumbrance, any of its assets, tangible or intangible, except for capital leases, equipment leases, or in the ordinary course of business;
(e) Declared, set aside or made or paid any dividend or other distribution to any its stockholders, partners or members; or redeemed, purchased or otherwise acquired, directly or indirectly, any of its capital stock or ownership interest, or authorized or effected any split-up or any recapitalization or made any changes in its authorized or issued capital stock;
(f) Sold, transferred or disposed of any of its assets except assets used or consumed in the ordinary course of business and obsolete equipment and equipment which has been replaced in the ordinary course of business;
(g) Suffered any material adverse change in its business, material damage to its assets, disruption of business or losses, whether covered by insurance or not, or waived any rights of substantial value; or
(h) Operated its business in any way other than in the ordinary course.
Distributions, Satisfactions, Obligations. Except as disclosed in Schedule 3.13 hereto, since the unaudited consolidated balance sheet of Parent as of November 30, 1999, none of Parent nor its Subsidiaries has:
(i) issued any stock, bonds, partnership or membership interests or other securities or equity interests;
(ii) incurred any obligations or liabilities for money borrowed;
(iii) incurred any material obligations or liabilities, absolute or contingent;
(iv) discharged or satisfied any lien, encumbrance or obligation, or paid any material liabilities, absolute or contingent, other than in the ordinary course of the operation of the business;
(v) declared or made any dividend payment or distribution to any stockholder, partner or member of any of Parent or its Subsidiaries;
(vi) purchased or redeemed any shares of the capital stock or other equity interests of Parent or its Subsidiaries ;
(vii) mortgaged or pledged or subjected to lien, charge or other encumbrance, any of its material assets, tangible or intangible;
(viii) sold, transferred or disposed of any of its assets except assets used or consumed in the ordinary course of business and obsolete equipment and equipment which has been replaced in the ordinary course of business;
(ix) suffered any material adverse change, material damage, disruption of business or losses, whether covered by insurance or not, or waived any rights of substantial value;
(x) increased compensation payable to or to become payable by such entity to any of its employees whose salary (inclusive of bonus) is expected to exceed $50,000 in 1999, except for increases in the ordinary course of business to an employee on the anniversary date of such employee's employment, or upon such employee's annual award date, which do not exceed 10% of the base salary of such employee; or
(xi) operated its business in any way other than in the ordinary course.
Distributions, Satisfactions, Obligations. Except as disclosed in Schedule 4.17 hereto, since the Balance Sheet Date, none of EQ nor its Subsidiaries has:
(i) issued any stock, bonds, partnership or membership interests or other securities or equity interests;
(ii) incurred any obligations or liabilities for money borrowed;
(iii) incurred any material obligations or liabilities, absolute or contingent;
(iv) discharged or satisfied any lien, encumbrance or obligation, or paid any material liabilities, absolute or contingent, other than in the ordinary course of the operation of the business;
(v) declared or made any dividend payment or distribution to any stockholder, partner or member of any of EQ or its Subsidiaries ;
(vi) purchased or redeemed any shares of the capital stock or other equity interests of EQ or its Subsidiaries ;
(vii) mortgaged or pledged or subjected to lien, charge or other encumbrance, any of its material assets, tangible or intangible;
(viii) sold, transferred or disposed of any of its assets except assets used or consumed in the ordinary course of business and obsolete equipment and equipment which has been replaced in the ordinary course of business;
(ix) suffered any material adverse change, material damage, disruption of business or losses, whether covered by insurance or not, or waived any rights of substantial value;
(x) increased compensation payable to or to become payable by such entity to any of its employees whose salary (inclusive of bonus) is expected to exceed $50,000 USD in 1998, except for increases in the ordinary course of business to an employee on the anniversary date of his employment, or upon his annual award date, which do not exceed 10% of the base salary of such employee; or
(xi) operated its business in any way other than in the ordinary course.
Distributions, Satisfactions, Obligations. Since December 31, 1998, ----------------------------------------- the Company has not issued any additional LLC Interests other than that as set forth on Exhibit B, attached hereto or purchased or redeemed LLC Interests of --------- the Company;
Distributions, Satisfactions, Obligations. Since the Target Balance Sheet, Target has not:
(i) issued any stock, bonds or other corporate securities;
(ii) incurred any obligations or liabilities for money borrowed;
(iii) incurred any material obligations or liabilities, absolute or contingent;
(iv) discharged or satisfied any lien, encumbrance or obligation, or paid any material liabilities, absolute or contingent, other than in the ordinary course of business;
(v) declared or made any dividend payment or distribution to any shareholder of Target; (vi) purchased or redeemed any shares of the capital stock of Target;
