Common use of Dividends or Investments Clause in Contracts

Dividends or Investments. The Borrower shall not ------------------------ (a) Pay any dividend or make any other distributions of cash and/or property with respect to any class of the Borrower's capital stock, other than a common stock dividend of the Borrower's own capital stock. (b) Own, redeem, retire, purchase, or acquire any of the Borrower's capital stock. (c) Except as otherwise permitted pursuant to Section 5-18A, below: (i) Invest in or purchase any stock or securities or rights to purchase any such stock or securities, of any corporation or other entity. (ii) Merge or consolidate or be merged or consolidated with or into any other corporation or other entity. (iii) Consolidate any of the Borrower's operations with those of any other corporation or other entity. (iv) Organize or create any Related Entity. /May 14, 1997/ /8/ (d) Subordinate any debts or obligations owed to the Borrower by any third party to any other debts owed by such third party to any other Person.

Dividends or Investments. The Borrower shall not, without the prior written consent of the Lender (which consent shall not ------------------------be unreasonably withheld): (a) Pay any cash dividend or make any other distributions distribution in respect of cash and/or property with respect to any class of the Borrower's capital stock, other than a common stock dividend of the Borrower's own capital stock. (b) Own, redeem, retire, purchase, or acquire any of the Borrower's capital stockstock (except for redemptions from former and/or current employees, not to exceed $750,000.00 per fiscal year, provided, however, that such redemption shall not result in an Event of Default. (c) Except as otherwise permitted pursuant to Section 5-18A, below: (i) Invest in or purchase any stock or securities or rights to purchase any such stock or securities, of any corporation or other entityentity in excess of $500,000.00 in each instance, or $1,000,000.00 in the aggregate. (iid) Merge or consolidate or be merged or consolidated with or into any other corporation or other entity (except that a Subsidiary may merge with or into the Borrower if the Borrower is the surviving entity). (iiie) Consolidate any of the Borrower's operations with those of any other corporation or other entity. (ivf) Organize or create any Related Entity. /May 14, 1997/ /8/. (dg) Subordinate any debts or obligations owed to the Borrower by any third party to any other debts owed by such third party to any other Person.

Dividends or Investments. The Borrower shall not ------------------------not, without the prior written consent of the Lender: (a) Pay any cash dividend or make any other distributions distribution in respect of cash and/or property with respect to any class of the Borrower's capital stock, other than a common stock dividend of the Borrower's own capital stock. (b) Own, redeem, retire, purchase, or acquire any of the Borrower's capital stock, except pursuant to Stock Purchase Agreements been the Borrower and certain employees, up to a maximum amount of $250,000.00 per year, in the aggregate. (c) Except as otherwise permitted pursuant to Section 5-18A, below: (i) Invest in or purchase any stock or securities or rights to purchase any such stock or securities, of any corporation or other entity. (iid) Merge or consolidate or be merged or consolidated with or into any other corporation or other entity. (iiie) Consolidate any of the Borrower's operations with those of any other corporation or other entity. (ivf) Organize or create any Related Entity. /May 14, 1997/ /8/. (dg) Subordinate any debts or obligations owed to the Borrower by any third party to any other debts owed by such third party to any other Person.

Dividends or Investments. The Borrower shall not ------------------------not, without the prior written consent of Lender: (a) Pay any cash dividend or make any other distributions distribution in respect of cash and/or property any class of Borrower's capital stock (other than dividends paid in kind with respect to any class of the Borrower's capital stock, other than a common stock dividend of the Borrower's own capital stock.Series B Preferred Stock); (b) Own, redeem, retire, purchase, or acquire any of the Borrower's capital stock.; (c) Except as otherwise permitted pursuant to Section 5-18A, below: (i) Invest in or purchase any stock or securities or rights to purchase any such stock or securities, of any corporation or other entity.; (iid) Merge or consolidate or be merged or consolidated with or into any other corporation or other entity or acquire all or substantially all of the assets of any corporation or other entity.; (iiie) Consolidate any of the Borrower's operations with those of any other corporation or other entity.; (ivf) Organize or create any Related Entity. /May 14, 1997/ /8/; or (dg) Subordinate any debts or obligations owed to the Borrower by any third party to any other debts owed by such third party to any other Person.

Dividends or Investments. The Borrower shall not ------------------------not, without the prior ------------------------ written consent of Lender: (a) Pay any cash dividend or make any other distributions distribution in respect of cash and/or property any class of Borrower's capital stock (other than dividends paid in kind with respect to any class of the Borrower's capital stock, other than a common stock dividend of the Borrower's own capital stock.Series B Preferred Stock); (b) Own, redeem, retire, purchase, or acquire any of the Borrower's capital stock.; (c) Except as otherwise permitted pursuant to Section 5-18A, below: (i) Invest in or purchase any stock or securities or rights to purchase any such stock or securities, of any corporation or other entity.; (iid) Merge or consolidate or be merged or consolidated with or into any other corporation or other entity or acquire all or substantially all of the assets of any corporation or other entity.; (iiie) Consolidate any of the Borrower's operations with those of any other corporation or other entity.; (ivf) Organize or create any Related Entity. /May 14, 1997/ /8/; or (dg) Subordinate any debts or obligations owed to the Borrower by any third party to any other debts owed by such third party to any other Person.