Common use of Events Subsequent to the Balance Sheet Date Clause in Contracts

Events Subsequent to the Balance Sheet Date. Since March 31, 2008: (a) there has been no Material Adverse Change nor has any event occurred which could reasonably be expected to result in any Material Adverse Change; (b) there has not been any payment of, setting of a record date for, or declaration, setting aside or authorizing the payment of, any dividend or other distribution in respect of any shares of capital stock of the Company or any purchase, repurchase, retirement, redemption or other acquisition by the Company, of any of the outstanding shares of capital stock or other securities of, or other ownership interest in, the Company; (c) there has not been any transfer, issue, sale or other disposition by the Company of any shares of capital stock or other securities of the Company or any grant of options, warrants, calls or other rights to purchase or otherwise acquire shares of such capital stock or such other securities; (d) the Company has not increased the compensation payable or to become payable, or awarded or paid any bonuses to employees, officers, directors, consultants, advisors, agents, stockholders or representatives of the Company nor has the Company either entered into any employment, deferred compensation, severance or similar agreements (nor amended any such agreement) or agreed to increase the compensation payable or to become payable by it to any of the Company’s employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders or representatives or agreed to increase the coverage or benefits available under any severance pay, deferred compensation, bonus or other incentive compensation, pension or other employee benefit plan, payment or arrangement made to, for or with such employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders or representatives; (e) the Company has not made any loans, advances, guarantees or capital contributions to, or investments in, any Person, or acquired any assets or securities of any Person involving more than $1,000 individually or $5,000 in the aggregate, other than ordinary advances for expenses incurred in the ordinary course of business; (f) there has not been satisfaction or discharge of any Lien, claim or encumbrance or payment of any obligation by the Company, except in the ordinary course of business and that has not resulted in a Material Adverse Change; (g) there has not been any termination of, or change to, a material contract or arrangement by which the Company or any of its assets is bound or subject; (h) there has not been any resignation or termination of employment of any employees, officers, directors, consultants, advisors, agents or representatives of the Company; (i) the Company has not transferred or granted any rights under any contracts, leases, licenses, agreements or Intellectual Property (as defined in Section 2.12 hereof) used by the Company in its business; (j) there has not been any damage, destruction or loss, whether or not covered by insurance, with respect to the property or assets of the Company having a replacement cost of more than $1,000 for any single loss or $5,000 for all such losses in the aggregate; (k) the Company has not mortgaged, pledged or subjected to any Lien or encumbrance any of its assets, acquired any assets, or sold, assigned, transferred, conveyed, leased or otherwise disposed of any assets, except for assets acquired or sold, assigned, transferred, conveyed, leased or otherwise disposed of in the ordinary course of business consistent with the Company’s past practice or Liens for taxes not yet due or payable; (l) the Company has not canceled or compromised any debt or claim, or amended, canceled, terminated, relinquished, waived or released any contract or right or settled any claim; (m) the Company has not made, or entered into any binding commitment to make, any capital expenditures or capital additions or betterments in excess of $5,000 in the aggregate; (n) the Company has not incurred any debts, obligations or liabilities, whether due or to become due, except current liabilities incurred in the usual and ordinary course of business, none of which current liabilities (individually or in the aggregate) has resulted in, or could reasonably be expected to result in, a Material Adverse Change; (o) the Company has not entered into any material transaction except for this Agreement and the other Transaction Documents; (p) the Company has not encountered, or to its knowledge, been threatened with, any labor disputes, strikes, slowdowns, work stoppages or labor union organizing activities; (q) the Company has not made any change in the Company’s accounting principles, methods or practices or depreciation or amortization policies or rates theretofore adopted; (r) the Company has not disclosed to any Person any trade secrets or confidential information, except for disclosures made to Persons subject to valid and enforceable confidentiality agreements or as required by applicable law; (s) the Company has not suffered or experienced any change in the relationship or course of dealings between the Company and any of its suppliers or customers which supply goods or services to the Company or purchase goods or services from the Company; (t) the Company has not made any payment to, or received any payment from, or made or received any investment in, or entered into any transaction or series of related transactions (including, without limitation, the purchase, sale, exchange or lease of assets, property or services, or the making of a loan or guarantee) with any Affiliate or any members of their immediate families or any legal entity controlled by either one of them; and (u) the Company has not entered into any agreement or commitment (contingent or otherwise) to do any of the foregoing.

Events Subsequent to the Balance Sheet Date. Since March 31Except as set forth on Schedule 2.09, 2008since September 30, 2005: (a) there has been no Material Adverse Change nor has any event occurred which could reasonably be expected to result in any Material Adverse Change; (b) there has not been any payment of, setting of a record date for, or declaration, setting aside or authorizing the payment of, any dividend or other distribution in respect of any shares of capital stock of the Company or any purchase, repurchase, retirement, redemption or other acquisition by the Company, of any of the outstanding shares of capital stock or other securities of, or other ownership interest in, the Company; (c) there has not been any transfer, issue, sale or other disposition by the Company of any shares of capital stock or other securities of the Company or any grant of options, warrants, calls or other rights to purchase or otherwise acquire shares of such capital stock or such other securities; (d) the Company has not increased the compensation payable or to become payable, or awarded or paid any bonuses to employees, officers, directors, consultants, advisors, agents, stockholders or representatives of the Company nor has the Company either entered into any employment, deferred compensation, severance or similar agreements (nor amended any such agreement) or agreed to increase the compensation payable or to become payable by it to any of the Company’s employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders or representatives or agreed to increase the coverage or benefits available under any severance pay, deferred compensation, bonus or other incentive compensation, pension or other employee benefit plan, payment or arrangement made to, for or with such employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders or representatives; (e) the Company has not made any loans, advances, guarantees or capital contributions to, or investments in, any Person, or acquired any assets or securities of any Person involving more than $1,000 individually or $5,000 in the aggregate, other than ordinary advances for expenses incurred in the ordinary course of business; (f) there has not been satisfaction or discharge of any Lien, claim or encumbrance or payment of any obligation by the Company, except in the ordinary course of business and that has not resulted in a Material Adverse Change; (g) there has not been any termination of, or change to, a material contract or arrangement by which the Company or any of its assets is bound or subject; (h) there has not been any resignation or termination of employment of any employees, officers, directors, consultants, advisors, agents or representatives of the Company; (i) the Company has not transferred or granted any rights under any contracts, leases, licenses, agreements or Intellectual Property (as defined in Section 2.12 hereof) used by the Company in its business; (j) there has not been any damage, destruction or loss, whether or not covered by insurance, with respect to the property or assets of the Company having a replacement cost of more than $1,000 for any single loss or $5,000 for all such losses in the aggregate; (k) the Company has not mortgaged, pledged or subjected to any Lien or encumbrance any of its assets, acquired any assets, or sold, assigned, transferred, conveyed, leased or otherwise disposed of any assets, except for assets acquired or sold, assigned, transferred, conveyed, leased or otherwise disposed of in the ordinary course of business consistent with the Company’s past practice or Liens for taxes not yet due or payable; (l) the Company has not canceled or compromised any debt or claim, or amended, canceled, terminated, relinquished, waived or released any contract or right or settled any claim; (m) the Company has not made, or entered into any binding commitment to make, any capital expenditures or capital additions or betterments in excess of $5,000 in the aggregate; (n) the Company has not incurred any debts, obligations or liabilities, whether due or to become due, except current liabilities incurred in the usual and ordinary course of business, none of which current liabilities (individually or in the aggregate) has resulted in, or could reasonably be expected to result in, a Material Adverse Change; (o) the Company has not entered into any material transaction except for this Agreement and the other Transaction Documents; (p) the Company has not encountered, or to its knowledge, been threatened with, any labor disputes, strikes, slowdowns, work stoppages or labor union organizing activities; (q) the Company has not made any change in the Company’s accounting principles, methods or practices or depreciation or amortization policies or rates theretofore adopted; (r) the Company has not disclosed to any Person any trade secrets or confidential information, except for disclosures made to Persons subject to valid and enforceable confidentiality agreements or as required by applicable law; (s) the Company has not suffered or experienced any change in the relationship or course of dealings between the Company and any of its suppliers or customers which supply goods or services to the Company or purchase goods or services from the Company; (t) the Company has not made any payment to, or received any payment from, or made or received any investment in, or entered into any transaction or series of related transactions (including, without limitation, the purchase, sale, exchange or lease of assets, property or services, or the making of a loan or guarantee) with any Affiliate or any members of their immediate families or any legal entity controlled by either one of them; and (u) the Company has not entered into any agreement or commitment (contingent or otherwise) to do any of the foregoing.

Events Subsequent to the Balance Sheet Date. Since March 31Except as set forth on Schedule 2.09, 2008since the Balance Sheet Date: (a) there has been no Material Adverse Change nor has any event occurred which could reasonably be expected to result in any Material Adverse Change; (b) there has not been any payment of, setting of a record date for, or declaration, setting aside or authorizing the payment of, any dividend or other distribution in respect of any shares of capital stock of the Company or any purchase, repurchase, retirement, redemption or other acquisition by the Company, of any of the outstanding shares of capital stock or other securities of, or other ownership interest in, the Company; (c) there has not been any transfer, issue, sale or other disposition by the Company of any shares of capital stock or other securities of the Company or any grant of options, warrants, calls or other rights to purchase or otherwise acquire shares of such capital stock or such other securities; (d) the Company has not increased the compensation payable or to become payable, or awarded or paid any bonuses to employees, officers, directors, consultants, advisors, agents, stockholders or representatives of the Company nor has the Company either entered into any employment, deferred compensation, severance or similar agreements (nor amended any such agreement) or agreed to increase the compensation payable or to become payable by it to any of the Company’s employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders stockholders or representatives or agreed to increase the coverage or benefits available under any severance pay, deferred compensation, bonus or other incentive compensation, pension or other employee benefit plan, payment or arrangement made to, for or with such employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders stockholders or representatives; (e) the Company has not made any loans, advances, guarantees or capital contributions to, or investments in, any Person, or acquired any assets or securities of any Person involving more than $1,000 50,000 individually or $5,000 100,000 in the aggregate, other than ordinary advances for expenses incurred in the ordinary course of business; (f) there has not been satisfaction or discharge of any Lien, claim or encumbrance or payment of any obligation by the Company, except in the ordinary course of business and that has not resulted in a Material Adverse Change; (g) there has not been any termination of, or change to, a material contract or arrangement by which the Company or any of its assets is bound or subject; (h) there has not been any resignation or termination of employment of any employees, officers, directors, consultants, advisors, agents or representatives of the Company; (i) other than to the Purchaser, the Company has not transferred or granted any rights under any contracts, leases, licenses, agreements or Intellectual Property (as defined in Section 2.12 2.11 hereof) used by the Company in its business; (j) there has not been any damage, destruction or loss, whether or not covered by insurance, with respect to the property or assets of the Company having a replacement cost of more than $1,000 50,000 for any single loss or $5,000 100,000 for all such losses in the aggregate; (k) the Company has not mortgaged, pledged or subjected to any Lien or encumbrance any of its assets, other than with respect to the Purchaser, acquired any assets, or sold, assigned, transferred, conveyed, leased or otherwise disposed of any assets, except for assets acquired or sold, assigned, transferred, conveyed, leased or otherwise disposed of in the ordinary course of business consistent with the Company’s past practice or Liens for taxes not yet due or payable; (l) the Company has not canceled or compromised any debt or claim, or amended, canceled, terminated, relinquished, waived or released any contract or right or settled any claim; (m) the Company has not made, or entered into any binding commitment to make, any capital expenditures or capital additions or betterments in excess of $5,000 100,000 in the aggregate; (n) the Company has not incurred any debts, obligations or liabilities, whether due or to become due, except current liabilities incurred in the usual and ordinary course of business, none of which current liabilities (individually or in the aggregate) has resulted in, or could reasonably be expected to result in, a Material Adverse Change; (o) the Company has not entered into any material transaction except for this Agreement and the other Transaction Documents; (p) the Company has not encountered, or to its knowledge, been threatened with, any labor disputes, strikes, slowdowns, work stoppages or labor union organizing activities; (q) the Company has not made any change in the Company’s accounting principles, methods or practices or depreciation or amortization policies or rates theretofore adopted; (r) the Company has not disclosed to any Person any trade secrets or confidential information, except for disclosures made to Persons subject to valid and enforceable confidentiality agreements or as required by applicable law; (s) the Company has not suffered or experienced any change in the relationship or course of dealings between the Company and any of its suppliers or customers which supply goods or services to the Company or purchase goods or services from the Company; (t) the Company has not made any payment to, or received any payment from, or made or received any investment in, or entered into any transaction or series of related transactions (including, without limitation, the purchase, sale, exchange or lease of assets, property or services, or the making of a loan or guarantee) with any Affiliate or any members of their immediate families or any legal entity controlled by either one of them; and (u) the Company has not entered into any agreement or commitment (contingent or otherwise) to do any of the foregoing.

Events Subsequent to the Balance Sheet Date. Since March 31Except as set forth on Schedule 3.9, 2008since the Balance Sheet Date: (a) there has been no Material Adverse Change nor change in the business, financial condition, results of operations, assets, property or liabilities of the Business that, individually or in the aggregate, has any event occurred which had or could reasonably be expected to result in any have a Material Adverse ChangeEffect; (b) there has Sellers have not been any payment ofsold, setting of a record date forleased, transferred, or declarationassigned any material assets, setting aside tangible or authorizing intangible, other than for fair consideration in the payment of, any dividend or other distribution in respect Ordinary Course of any shares of capital stock of the Company or any purchase, repurchase, retirement, redemption or other acquisition by the Company, of any of the outstanding shares of capital stock or other securities of, or other ownership interest in, the CompanyBusiness; (c) there has Sellers have not been entered into any transfermaterial agreement, issuecontract, sale lease, or other disposition by license (or series of related agreements, contracts, leases, and licenses) outside the Company Ordinary Course of any shares of capital stock or other securities of the Company or any grant of options, warrants, calls or other rights to purchase or otherwise acquire shares of such capital stock or such other securitiesBusiness; (d) except for Permitted Encumbrances, the Company has Sellers have not increased the compensation payable granted or permitted to become payable, or awarded or paid be imposed any bonuses to employees, officers, directors, consultants, advisors, agents, stockholders or representatives of the Company nor has the Company either entered into any employment, deferred compensation, severance or similar agreements (nor amended any such agreement) or agreed to increase the compensation payable or to become payable by it to Encumbrance upon any of the Company’s employeesits assets, officers, directors, consultants, independent contractors, advisors, agents, shareholders tangible or representatives or agreed to increase the coverage or benefits available under any severance pay, deferred compensation, bonus or other incentive compensation, pension or other employee benefit plan, payment or arrangement made to, for or with such employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders or representativesintangible; (e) the Company has Sellers have not made any loans, advances, guarantees Capital Expenditure (or capital contributions to, or investments in, any Person, or acquired any assets or securities series of any Person related Capital Expenditures) either involving more than $1,000 individually 50,000 singly or $5,000 250,000 in the aggregate, other than ordinary advances for expenses incurred in aggregate or outside the ordinary course Ordinary Course of businessBusiness; (f) there has Sellers have not been satisfaction made any capital investment in, any loan to, or discharge any acquisition of the securities or assets of, any Lienother Person (or series of related capital investments, claim or encumbrance or payment of any obligation by the Companyloans, except and acquisitions), other than in the ordinary course Ordinary Course of business and that has not resulted in a Material Adverse ChangeBusiness; (g) there has Sellers have not been issued any termination ofnote, bond, or change toother debt security or created, a material contract incurred, assumed, or arrangement by which guaranteed any indebtedness for borrowed money or capitalized lease obligation, other than in the Company or any Ordinary Course of its assets is bound or subjectBusiness; (h) there has except for accounts payable as to which Sellers have a good faith dispute (including certain accounts payable to SLR, Inc. as disclosed to Buyer), Sellers have not been any resignation delayed or termination postponed the payment of employment accounts payable and other liabilities, outside the Ordinary Course of any employees, officers, directors, consultants, advisors, agents or representatives of the CompanyBusiness; (i) the Company has Sellers have not transferred granted, assigned, transferred, licensed or granted sublicensed any rights under or with respect to any contracts, leases, licenses, agreements or Intellectual Property (as defined in Section 2.12 hereof) used by the Company in its businessProperty; (j) there has been no change made or authorized in articles of incorporation or bylaws of either Seller; (k) other than with respect to the Xxxxxxx Stock Option, Sellers have not been issued, sold, or otherwise disposed of any of its capital stock, or granted any options, warrants, or other rights to purchase or obtain (including upon conversion, exchange, or exercise) any of its capital stock; (l) Except as permitted under this Agreement, Sellers have not declared, set aside, or paid any dividend or made any distribution with respect to its capital stock (whether in cash or in kind) or redeemed, purchased, or otherwise acquired any of its capital stock; (m) Sellers have not experienced any material damage, destruction destruction, or loss, loss (whether or not covered by insurance, with respect ) to the property or assets of the Company having a replacement cost of more than $1,000 for any single loss or $5,000 for all such losses in the aggregateits property; (kn) the Company has Sellers have not mortgaged, pledged or subjected to made any Lien or encumbrance any of its assets, acquired any assets, or sold, assigned, transferred, conveyed, leased or otherwise disposed of any assets, except for assets acquired or sold, assigned, transferred, conveyed, leased or otherwise disposed of in the ordinary course of business consistent with the Company’s past practice or Liens for taxes not yet due or payable; (l) the Company has not canceled or compromised any debt or claim, or amended, canceled, terminated, relinquished, waived or released any contract or right or settled any claim; (m) the Company has not madeloan to, or entered into any binding commitment to makeother transaction with, any capital expenditures or capital additions or betterments in excess of $5,000 in its directors, officers, and employees outside the aggregate; (n) the Company has not incurred any debts, obligations or liabilities, whether due or to become due, except current liabilities incurred in the usual and ordinary course Ordinary Course of business, none of which current liabilities (individually or in the aggregate) has resulted in, or could reasonably be expected to result in, a Material Adverse ChangeBusiness; (o) the Company has Sellers have not entered into any material transaction except employment contract or collective bargaining agreement, written or oral, or modified the terms of any existing such contract or agreement, excluding, however, verbal agreements for this Agreement and the other Transaction Documentsemployment of any individual which are terminable without cause on an at will basis; (p) Sellers have not granted any increase in the Company has not encounteredbase compensation of any of its directors, or to its knowledgeofficers, been threatened with, any labor disputes, strikes, slowdowns, work stoppages or labor union organizing activitiesand employees outside the Ordinary Course of Business; (q) Sellers have not adopted, amended, modified, or terminated any bonus, profit-sharing, incentive, severance, or material benefit plan, contract, or commitment for the Company has not made benefit of any change of its directors, officers, and employees (or taken any such action with respect to any other Employee Benefit Plan) other than in the Company’s accounting principles, methods or practices or depreciation or amortization policies or rates theretofore adoptedOrdinary Course of Business; (r) Sellers have not made or pledged to make any charitable or other capital contribution outside the Company has not disclosed to any Person any trade secrets or confidential information, except for disclosures made to Persons subject to valid and enforceable confidentiality agreements or as required by applicable lawOrdinary Course of Business; (s) the Company there has not suffered been any other occurrence, event, incident, action, failure to act, or experienced any change in transaction outside the relationship Ordinary Course of Business involving the Business or course of dealings between the Company and any of its suppliers or customers which supply goods or services to the Company or purchase goods or services from the CompanyAssets; (t) no labor dispute has occurred materially and adversely affecting the Company has not made any payment to, or received any payment from, or made or received any investment in, or entered into any transaction or series of related transactions (including, without limitation, the purchase, sale, exchange or lease of assets, property or services, or the making of a loan or guarantee) with any Affiliate or any members of their immediate families or any legal entity controlled by either one of them; andBusiness; (u) the Company has Sellers have not entered into any collective bargaining agreement or commitment employment agreement; (contingent v) Sellers have not sold or otherwisefactored any Accounts Receivables; (w) Sellers have not paid or agreed to pay to any Person damages, fines, penalties or other amounts in respect of actual or alleged violation of any Legal Requirement; or (x) Sellers have not committed to do any of the foregoing.

Events Subsequent to the Balance Sheet Date. Since March 31the Balance Sheet Date, 2008: EPI has not (a) there has been no Material Adverse Change nor has issued any event occurred which could reasonably be expected capital stock, bond or other corporate security (including without limitation securities convertible into or rights to result acquire capital stock) except in any Material Adverse Change; connection with the EPI Recapitalization; (b) there has not been borrowed any payment ofamount or incurred or become subject to any liability (absolute, setting accrued or contingent), except current liabilities incurred, liabilities under contracts entered into, borrowings under the banking facilities disclosed (together with the amounts outstanding under such facilities as of a record the date for, or declaration, setting aside or authorizing hereof) on the payment of, any dividend or other distribution EPI Disclosure Schedule and liabilities in respect of letters of credit issued under such banking facilities, all of which were in the ordinary course of business; (c) discharged or satisfied any lien or encumbrance or incurred or paid any obligation or liability (absolute, accrued or contingent) other than current liabilities shown on the most recent balance sheet included in the Financial Statements and current liabilities incurred since the Balance Sheet Date in the ordinary course of business; (d) declared or made any payment or distribution to stockholders or purchased or redeemed any shares of capital stock of the Company or any purchase, repurchase, retirement, redemption or other acquisition by the Company, of any of the outstanding shares of its capital stock or other securities securities; (e) mortgaged, pledged or subjected to lien any of its assets, tangible or intangible, other than liens of current real property taxes not yet due and payable; (f) sold, assigned or transferred any of its tangible assets except in the ordinary course of business, or canceled any debt or claim; (g) sold, assigned, transferred or granted any license with respect to any patent, trademark, trade name, service mark, xxpyright, trade secret or other intangible asset; (h) suffered any loss of property or waived any right of substantial value whether or not in the ordinary course of business; (i) suffered any adverse change in its relations with, or any loss or threatened loss of, any of its suppliers or other ownership interest in, the Company;customers disclosed pursuant to Section 3.21; (j) (ci) there has not been granted any transfer, issue, sale severance or other disposition by the Company termination pay to any of any shares of capital stock or other securities of the Company or any grant of options, warrants, calls or other rights to purchase or otherwise acquire shares of such capital stock or such other securities; (d) the Company has not increased the compensation payable or to become payable, or awarded or paid any bonuses to employees, officers, its directors, consultants, advisors, agents, stockholders officers or representatives of the Company nor has the Company either employees; (ii) entered into any employment, deferred compensation, severance compensation or other similar agreements agreement (nor amended or any amendment to any such existing agreement) or agreed to increase the compensation payable or to become payable by it to arrangement with any of the Company’s employees, officers, its directors, consultants, independent contractors, advisors, agents, shareholders officers or representatives or agreed to increase the coverage or employees; (iii) increased any benefits available payable under any existing severance pay, deferred or termination pay policies or employment agreements; or (iv) increased the compensation, bonus or other incentive compensation, pension benefits payable to any of its directors or other employee benefit plan, payment or arrangement made to, for or with such employees, officers, directors, consultants, independent contractors, advisors, agents, shareholders or representatives; (e) the Company has not made any loans, advances, guarantees or capital contributions to, or investments in, any Person, or acquired any assets or securities of any Person involving more than $1,000 individually or $5,000 in the aggregateofficers or, other than ordinary advances for expenses incurred in the ordinary course of business; (f) there has not been satisfaction or discharge of any Lien, claim or encumbrance or payment of any obligation by the Company, except in the ordinary course of business and that has not resulted in a Material Adverse Change; (g) there has not been any termination ofconsistent with past practice, or change to, a material contract or arrangement by which the Company or any of its assets is bound or subject; (h) there has not been any resignation or termination of employment of any employees, officers, directors, consultants, advisors, agents or representatives of the Company; (i) the Company has not transferred or granted any rights under any contracts, leases, licenses, agreements or Intellectual Property (as defined in Section 2.12 hereof) used by the Company in its business; (j) there has not been any damage, destruction or loss, whether or not covered by insurance, with respect to the property or assets of the Company having a replacement cost of more than $1,000 for any single loss or $5,000 for all such losses in the aggregate; ; (k) made any material change in the Company has not mortgaged, pledged scope or subjected to any Lien or encumbrance any nature of its assets, acquired business or operations; (l) made any assets, material change in any method of accounting or sold, assigned, transferred, conveyed, leased or otherwise disposed of any assetsaccounting practice, except for assets acquired any such change required by reason of a concurrent change in generally accepted accounting principles or sold, assigned, transferred, conveyed, leased or otherwise disposed of disclosed in the ordinary course of business consistent with the Company’s past practice or Liens for taxes not yet due or payable; (l) the Company has not canceled or compromised any debt or claim, or amended, canceled, terminated, relinquished, waived or released any contract or right or settled any claim; Financial Statements; (m) the Company has not made, or entered into any binding commitment to make, any capital expenditures or capital additions or betterments in excess of $5,000 in the aggregate; (n) the Company has not incurred any debts, obligations or liabilities, whether due or to become due, except current liabilities incurred in the usual and ordinary course of business, none of which current liabilities (individually or in the aggregate) has resulted in, or could reasonably be expected to result in, a Material Adverse Change; (o) the Company has not entered into any material transaction except for this Agreement and the other Transaction Documents; (p) the Company has not encountered, or to its knowledge, been threatened with, any labor disputes, strikes, slowdowns, work stoppages or labor union organizing activities; (q) the Company has not made any change in the Company’s accounting principles, methods or practices or depreciation or amortization policies or rates theretofore adopted; (r) the Company has not disclosed to any Person any trade secrets or confidential information, except for disclosures made to Persons subject to valid and enforceable confidentiality agreements or as required by applicable law; (s) the Company has not suffered or experienced any change in the relationship or course of dealings between the Company and any of its suppliers or customers which supply goods or services to the Company or purchase goods or services from the Company; (t) the Company has not made any payment to, or received any payment from, or made or received any investment in, or entered into any transaction or series of related transactions (including, without limitation, the purchase, sale, exchange or lease of assets, property or services, or the making of a loan or guarantee) with any Affiliate or any members of their immediate families or any legal entity controlled by either one of them; and (u) the Company has not entered into any agreement or commitment (contingent or otherwise) to do any of the foregoing.transaction