Common use of No Business Changes Clause in Contracts

No Business Changes. From the Signing Date through the Closing Date, the Sellers shall not, and shall cause each Company not to, without the express written consent of the Purchaser: (i) enter into any material agreement relating to the assets, properties or business of any of the Companies, other than in the ordinary course of business; (ii) incur or discharge any material obligation or liability, except in the ordinary course of business; (iii) commit to make or make any capital expenditures in excess of $10,000; (iv) cancel or fail to renew any Permit; (v) impose any lien, pledge or encumbrance upon the Shares or any of the assets of any of the Companies; (vi) make any change or authorize to be made any change to the Charter Documents of any of the Companies; (vii) declare, set aside, or pay any dividend or make any distribution with respect to the Shares (whether in cash or in kind) or redeem, purchase, or otherwise acquire any of the Shares; (viii) issue, deliver or sell any shares of the capital stock of any class of any Company or split, combine or reclassify any of the capital stock of any Company; (ix) incur any indebtedness for borrowed money; (x) forgive or cancel any indebtedness owing to any of the Companies or waive any claims or rights of value belonging to any of the Companies, (xi) sell, lease, license or otherwise dispose of any of the assets or properties of any of the Companies, other than in the ordinary course of business; (xii) increase the rate or terms of compensation or benefits payable to or to become payable to any of the directors, officers, employees, consultants or agents of any of the Companies above the amounts reflected in Schedule 3.17(a); (xiii) amend or otherwise make any changes to any of the arrangements with PEO or increase the rate or terms of any benefits payable to any employee under the arrangements with PEO; (xiv) make any other change in the terms of employment of any Employee, other than in the ordinary course of business; (xv) make or rescind any express or deemed election relating to any Tax; (xvi) reduce or release any reserves previously established for incurred but not reported losses; or (xvii) commit pursuant to a legally binding agreement to do any of the foregoing.

No Business Changes. From the Signing Date through the Closing Date, the Sellers Seller shall not, and shall cause each the Company not to, without the express written consent of the Purchaser: (i) enter into any material agreement relating to the assets, properties or business of any of the CompaniesCompany, other than in the ordinary course of business; (ii) incur or discharge any material obligation or liability, except in the ordinary course of business; (iii) commit to make or make any capital expenditures in excess of $10,000expenditures; (iv) cancel or fail to renew any Permit; (v) impose any lien, pledge or encumbrance upon the Shares Interest or any of the assets of any of the CompaniesCompany; (vi) make any change or authorize to be made any change to the Charter Documents of Aerospace or any of the CompaniesSubsidiary; (vii) declare, set aside, or pay any dividend or make any distribution with respect to the Shares Interest (whether in cash or in kind) or redeem, purchase, or otherwise acquire any of the SharesInterest; (viii) issue, deliver or sell any shares of the membership interests, capital stock or other equity securities of any class kind of Aerospace or any Company Subsidiary, or split, combine or reclassify the Interest with, into or as any other type of the capital stock membership interest or equity security of any Companykind; (ix) incur any indebtedness for borrowed money; (x) forgive or cancel any indebtedness owing to any of the Companies Company or waive any claims or rights of value belonging to any of the CompaniesCompany, (xi) sell, lease, license or otherwise dispose of any of the assets or properties of any of the CompaniesCompany, other than in the ordinary course of business; (xii) pay or increase the rate or terms of compensation or benefits payable to or to become payable to any of the directors, officers, employees, consultants or agents of any of the Companies Company above the amounts reflected in Schedule 3.17(a); (xiii) amend or otherwise make any changes to any of the arrangements with PEO Company Plans or increase the rate or terms of any benefits payable to any employee under the arrangements with PEOCompany Plans; (xiv) make any other change in the terms of employment of any Employee, other than in the ordinary course of business; (xv) make or rescind any express or deemed election relating to any Tax; (xvi) reduce or release any reserves previously established for incurred but not reported losses, other than as reflected in Schedule 3.19(a); or (xviixvi) commit pursuant to a legally binding agreement to do any of the foregoing.

No Business Changes. From the Signing Date through the Closing Date, the Sellers Seller shall not, and shall cause each Company the Heath Group Entities not to, without the express written consent of the Purchaser: (i) enter into any material agreement relating to the assets, properties or business of any of the CompaniesHeath Group Entities, other than in the ordinary course of business; (ii) incur or discharge any material obligation or liability, except in the ordinary course of business; (iii) commit to make or make any capital expenditures in excess of $10,000or purchase any material assets; (iv) cancel or fail to renew any PermitLicense; (v) impose any lien, pledge or encumbrance upon the Shares Interest or any of the assets of any of the CompaniesHeath Group Entity; (vi) make any change or authorize to be made any change to the Charter Documents of any of the CompaniesCompany; (vii) declare, set aside, or pay any dividend or make any distribution with respect to the Shares HXS Interests or Hardscrabble Interests (whether in cash or in kind) or redeem, purchase, or otherwise acquire any HXS Interests or Hardscrabble Interests other than (i) distributions by each Company to the Seller to pay Taxes on their respective allocable share of the Sharesincome of such Company and (ii) to the extent that cash in the Companies exceeds $200,000, distributions such that any remaining cash is less than $200,000; (viii) issue, deliver or sell any shares equity securities or interests of any kind of the capital stock of any class of any Company or split, combine or reclassify HXS Interests or Hardscrabble Interests with, into or as any other type of the capital stock equity security or interest of any Companykind; (ix) incur any indebtedness for borrowed money; (x) forgive or cancel any indebtedness owing to any of the Companies Heath Group Entity or waive any claims or rights of value belonging to any of the CompaniesHeath Group Entity, (xi) sell, lease, license or otherwise dispose of any of the assets or properties of any of the CompaniesHeath Group Entity, other than in the ordinary course of business; (xii) pay or increase the rate or terms of compensation or benefits payable to or to become payable to any of the directors, officers, employees, consultants or agents of any of the Companies Heath Group Entity above the amounts reflected in Schedule 3.17(a); (xiii) except pursuant to the termination under Section 7.8(a), amend or otherwise make any changes to any of the arrangements with PEO Company Plans or increase the rate or terms of any benefits payable to any employee under the arrangements with PEOCompany Plans; (xiv) make any other change in the terms of employment of any Employee, other than in the ordinary course of business; (xv) make or rescind any express or deemed material election relating to any Tax; or (xvi) reduce or release any reserves previously established for incurred but not reported losses; or (xvii) commit pursuant to a legally binding agreement to do any of the foregoing.

No Business Changes. From Except as provided in Section 5.5 below, from the Signing Date through the Closing Date, the Sellers shall not, and shall cause each Company not to, without the express written consent of the Purchaser: (i) enter into any material agreement relating to the assets, properties or business of any of the Companies, other than in the ordinary course of business; (ii) incur or discharge any material obligation or liability, except in the ordinary course of business; (iii) commit to make or make any capital expenditures in excess of $10,000expenditures; (iv) cancel or fail to renew any Permit; (v) impose any lien, pledge or encumbrance upon the Shares or any of the assets of any of the Companies; (vi) make any change or authorize to be made any change to the Charter Documents of any of the Companies; (vii) declare, set aside, or pay any dividend or make any distribution with respect to the Shares (whether in cash or in kind) or redeem, purchase, or otherwise acquire any of the Shares; (viii) issue, deliver or sell any shares of the capital stock of any class of any Company or split, combine or reclassify any of the capital stock of any Company; (ix) incur any indebtedness for borrowed money; (x) forgive or cancel any indebtedness owing to any of the Companies or waive any claims or rights of value belonging to any of the Companies, (xi) sell, lease, license or otherwise dispose of any of the assets or properties of any of the Companies, other than in the ordinary course of business; (xii) pay or increase the rate or terms of compensation or benefits payable to or to become payable to any of the directors, officers, employees, consultants or agents of any of the Companies above the amounts reflected in Schedule 3.17(a); (xiii) amend or otherwise make any changes to any of the arrangements with PEO Company Plans or increase the rate or terms of any benefits payable to any employee under the arrangements with PEOCompany Plans; (xiv) make any other change in the terms of employment of any Employee, other than in the ordinary course of business; (xv) make or rescind any express or deemed election relating to any Tax; or (xvi) reduce or release any reserves previously established for incurred but not reported losses; or (xvii) commit pursuant to a legally binding agreement to do any of the foregoing.