Common use of FOREBEARANCES OF THE COMPANY Clause in Contracts

FOREBEARANCES OF THE COMPANY. Except with the prior written consent of Funding, or the affirmative vote of the directors elected by the holder of the Class B Shares, until the consummation of a Purchaser Approved Offering or sale by Purchaser of all of its equity interests in the Company, the Company shall not: a. carry on its business other than in the usual, regular and ordinary course in substantially the same manner as heretofore conducted, change its corporate structure or establish or acquire any new subsidiary or invest in any Affiliates; b. enter into (i) any material agreement, arrangement, lease or commitment not made in the ordinary course of business; c. issue or sell any shares of capital stock representing in excess of One Percent (1%) of the outstanding shares of the Company (except pursuant to the exercise of options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), or create any new class or series of securities; d. issue, grant or authorize any options (except options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), convertible debt or preferred stock representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company, or redeem any outstanding shares of the Company representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company. e. amend or repeal its Organizational Documents; f. merge with any other corporation or permit any other corporation to merge into it or consolidate with any other corporation; acquire control over any other corporation or organization or create any subsidiary; or liquidate, sell or otherwise dispose of any assets or acquire any assets, other than in the ordinary course of its business consistent with past practice; g. fail to maintain its corporate existence in good standing or fail to comply in any material respect with any laws, regulations, ordinances or governmental actions applicable to it and to the conduct of its business; h. transact any business or enter any agreement with the Company's Board of Directors, any shareholder, or any other individual officer of the Company, unless such transaction is negotiated and consummated at arm's length; i. increase the rate of compensation of, pay or agree to pay any bonus to, or provide any other employee benefit or incentive to, any of its directors, officers or employees, except in a manner consistent with past practice and approved by the Compensation Committee of the Company's Board of Directors; j. change the location or nature of its business operations or invest any funds in any entity not strictly related to its business; k. file any bankruptcy or receivership petition or make an assignment for the benefit of creditors; l. agree to do any of the foregoing.

FOREBEARANCES OF THE COMPANY. Except with the prior written consent of Funding, or the affirmative vote of the directors elected by the holder of the Class B Shares, until the consummation of a Purchaser Approved Offering or sale by Purchaser of all of its equity interests in the Company, the Company shall not: a. carry on its business other than in the usual, regular and ordinary course in substantially the same manner as heretofore conducted, change its corporate structure or establish or acquire any new subsidiary or invest in any Affiliates; b. enter into (i) any material agreement, arrangementarrangement , lease or commitment not made in the ordinary course of business; c. issue or sell any shares of capital stock representing in excess of One Percent (1%) of the outstanding shares of the Company (except pursuant to the exercise of options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), or create any new class or series of securities; d. issue, grant or authorize any options (except options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), convertible debt or preferred stock representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company, or redeem any outstanding shares of the Company representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company. e. amend or repeal its Organizational Documents; f. merge with any other corporation or permit any other corporation to merge into it or consolidate with any other corporation; acquire control over any other corporation or organization or create any subsidiary; or liquidate, sell or otherwise dispose of any assets or acquire any assets, other than in the ordinary course of its business consistent with past practice; g. fail to maintain its corporate existence in good standing or fail to comply in any material respect with any laws, regulations, ordinances or governmental actions applicable to it and to the conduct of its business; h. transact any business or enter any agreement with the Company's Board of Directors, any shareholder, or any other individual officer of the Company, unless such transaction is negotiated and consummated at arm's length; i. increase the rate of compensation of, pay or agree to pay any bonus to, or provide any other employee benefit or incentive to, any of its directors, officers or employees, except in a manner consistent with past practice and approved by the Compensation Committee of the Company's Board of Directors; j. change the location or nature of its business operations or invest any funds in any entity not strictly related to its business; k. file any bankruptcy or receivership petition or make an assignment for the benefit of creditors; l. agree to do any of the foregoing.

FOREBEARANCES OF THE COMPANY. Except with the prior written consent of FundingPurchaser, or the affirmative vote of the directors elected by the holder of the Class B Shares, until between the date hereof and the consummation of a Purchaser Approved Offering or sale by Purchaser of all of its equity interests in the Company, the Company shall not: a. carry on its business other than in the usual, regular and ordinary course in substantially the same manner as heretofore conducted, change its corporate structure or establish or acquire any new subsidiary or invest in any Affiliates; b. enter into (i) any material agreement, arrangementarrangement , lease or commitment not made in the ordinary course of business; c. issue or sell any shares of capital stock representing in excess of One Percent (1%) of the outstanding shares of the Company (except pursuant to the exercise of options described on Schedule 3.b.in Section 1. a above, or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), or create any new class or series of securities; d. issue, grant or authorize any options (except options described on Schedule 3.b.in Section 1.a above, or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), convertible debt or preferred stock representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company, or redeem any outstanding shares of the Company representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company. e. amend or repeal its Organizational Documents; f. merge with any other corporation or permit any other corporation to merge into it or consolidate with any other corporation; acquire control over any other corporation or organization or create any subsidiary; or liquidate, sell or otherwise dispose of any assets or acquire any assets, other than in the ordinary course of its business consistent with past practice; g. fail to maintain its corporate existence in good standing or fail to comply in any material respect with any laws, regulations, ordinances or governmental actions applicable to it and to the conduct of its business; h. transact any business or enter any agreement with the Company's Board of Directors, any shareholder, or any other individual officer of the Company, unless such transaction is negotiated and consummated at arm's length; i. increase the rate of compensation of, pay or agree to pay any bonus to, or provide any other employee benefit or incentive to, any of its directors, officers or employees, except in a manner consistent with past practice and approved by the Compensation Committee of the Company's Board of Directors; j. change the location or nature of its business operations or invest any funds in any entity not strictly related to its business; k. file any bankruptcy or receivership petition or make an assignment for the benefit of creditors; l. agree to do any of the foregoing.

FOREBEARANCES OF THE COMPANY. Except with the prior written consent of FundingPurchaser, or the affirmative vote of the directors elected by the holder of the Class B Shares, until the consummation of a Purchaser Approved Offering or sale by Purchaser of all of its equity interests in the Company, the Company shall not: a. carry on its business other than in the usual, regular and ordinary course in substantially the same manner as heretofore conducted, change its corporate structure or establish or acquire any new subsidiary or invest in any Affiliates; b. enter into (i) any material agreement, arrangementarrangement , lease or commitment not made in the ordinary course of business; c. issue or sell any shares of capital stock representing in excess of One Percent (1%) of the outstanding shares of the Company (except pursuant to the exercise of options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), or create any new class or series of securities; d. issue, grant or authorize any options (except options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), convertible debt or preferred stock representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company, or redeem any outstanding shares of the Company representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company. e. amend or repeal its Organizational Documents; f. merge with any other corporation or permit any other corporation to merge into it or consolidate with any other corporation; acquire control over any other corporation or organization or create any subsidiary; or liquidate, sell or otherwise dispose of any assets or acquire any assets, other than in the ordinary course of its business consistent with past practice; g. fail to maintain its corporate existence in good standing or fail to comply in any material respect with any laws, regulations, ordinances or governmental actions applicable to it and to the conduct of its business; h. transact any business or enter any agreement with the Company's Board of Directors, any shareholder, or any other individual officer of the Company, unless such transaction is negotiated and consummated at arm's length; i. increase the rate of compensation of, pay or agree to pay any bonus to, or provide any other employee benefit or incentive to, any of its directors, officers or employees, except in a manner consistent with past practice and approved by the Compensation Committee of the Company's Board of Directors; j. change the location or nature of its business operations or invest any funds in any entity not strictly related to its business; k. file any bankruptcy or receivership petition or make an assignment for the benefit of creditors; l. agree to do any of the foregoing.

FOREBEARANCES OF THE COMPANY. Except with the prior written consent of FundingPurchaser, or the affirmative vote of the directors elected by the holder of the Class B Shares, until the consummation of a Purchaser Approved Offering or sale by Purchaser of all of its equity interests in the Company, the Company shall not: a. carry on its business other than in the usual, regular and ordinary course in substantially the same manner as heretofore conducted, change its corporate structure or establish or acquire any new subsidiary or invest in any Affiliates; b. enter into (i) any material agreement, arrangementarrangement , lease or commitment not made in the ordinary course of business; c. issue or sell any shares of capital stock representing in excess of One Percent (1%) of the outstanding shares of the Company (except pursuant to the exercise of options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), or create any new class or series of securities; d. issue, grant or authorize any options (except options described on Schedule 3.b., or options issued to employees pursuant to the terms of the Company's Stock Option Plan as in effect on the date hereof), convertible debt or preferred stock representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company, or redeem any outstanding shares of the Company representing, in the aggregate, in excess of One Percent (1%) of the outstanding shares of the Company. e. amend or repeal its Organizational Documents; f. merge with any other corporation or permit any other corporation to merge into it or consolidate with any other corporation; acquire control over any other corporation or organization or create any subsidiary; or liquidate, sell or otherwise dispose of any assets or acquire any assets, other than in the ordinary course of its business consistent with past practice; g. fail to maintain its corporate existence in good standing or fail to comply in any material respect with any laws, regulations, ordinances or governmental actions applicable to it and to the conduct of its business; h. transact any business or enter any agreement with the Company's Board of Directors, any shareholder, or any other individual officer of the Company, unless such transaction is negotiated and consummated at arm's length; i. increase the rate of compensation of, pay or agree to pay any bonus to, or provide any other employee benefit or incentive to, any of its directors, officers or employees, except in a manner consistent with past practice and approved by the Compensation Committee of the Company's Board of Directors; j. change the location or nature of its business operations or invest any funds in any entity not strictly related to its business; k. file any bankruptcy or receivership petition or make an assignment for the benefit of creditors; l. agree to do any of the foregoing.organization