Common use of Operations of the Sellers Clause in Contracts

Operations of the Sellers. Except as set forth on Schedule 4.15, since June 30, 2006, through the date of this Agreement, there has not been any change, event or condition of any character that has had or would reasonably be expected to have a Material Adverse Effect. Without limiting the generality of the foregoing, except as set forth on Schedule 4.15, since June 30, 2006, each Seller has operated its portion of the Businesses in the ordinary course of business consistent with past practice, and during such time period, neither Seller has: (a) sold, leased, transferred, or assigned any of its material assets, other than for a fair consideration in the ordinary course of business; (b) entered into any Material Contract outside the ordinary course of business; (c) accelerated, terminated, made material modifications to, or cancelled any Material Contract in any material respect; (d) transferred, assigned, or granted any license or sublicense of any rights under or with respect to any Intellectual Property Right, other than to a Franchisee pursuant to a Franchise Agreement entered into in the ordinary course of business; (e) made any capital expenditure (or series of related capital expenditures) either involving more than $5,000, individually, or $15,000, in the aggregate, or outside the ordinary course of business; (f) engaged in any sales or promotional discount or other similar activities with customers (including, without limitation, materially altering credit terms) other than any such activities undertaken in accordance with the terms of its current Franchise Agreements; (g) delayed or postponed the payment of any accounts payable, other payables, expenses or other liabilities (including marketing or promotional expenses), or accelerated the collection of or discount any Accounts Receivable or otherwise accelerated cash collections of any type other than in the ordinary course of business and in an amount not greater than $5,000 in the aggregate; (h) incurred any Indebtedness or incurred or become subject to any material liability, except current liabilities incurred in the ordinary course of business and liabilities under Contracts (other than liabilities for breach) entered into in the ordinary course of business; (i) suffered any extraordinary losses or waived any rights of material value, whether or not in the ordinary course of business; (j) experienced any material damage, destruction, or loss (whether or not covered by insurance) to its property; (k) become liable for any Damages in connection with, or become obligated to rescind or otherwise materially modify, any Franchise Agreement; or (l) committed to do any of the foregoing actions.

Operations of the Sellers. Except as set forth on Schedule 4.15, since June 30December 31, 2006, through the date of this Agreement, there has not been any change, event or condition of any character that has had or would reasonably be expected to have a Material Adverse Effect. Without limiting the generality of the foregoing, except as set forth on Schedule 4.15, since June 30December 31, 2006, each Seller has operated its portion of the Businesses in the ordinary course of business consistent with past practice, and during such time period, neither Seller has: (a) sold, leased, transferred, or assigned any of its material assets, other than for a fair consideration in the ordinary course of business; (b) entered into any Material Contract outside the ordinary course of business; (c) accelerated, terminated, made material modifications to, or cancelled any Material Contract in any material respect; (d) transferred, assigned, or granted any license or sublicense of any rights under or with respect to any Intellectual Property Right, other than to a Franchisee pursuant to a Franchise Agreement entered into in the ordinary course of business; (e) made any capital expenditure (or series of related capital expenditures) either involving more than $5,000, individually, or $15,000, in the aggregate, or outside the ordinary course of business; (f) engaged in any sales or promotional discount or other similar activities with customers (including, without limitation, materially altering credit terms) other than any such activities undertaken in accordance with the terms of its current Franchise Agreements; (g) delayed or postponed the payment of any accounts payable, other payables, expenses or other liabilities (including marketing or promotional expenses), or accelerated the collection of or discount any GACCF Accounts Receivable or GAM Accounts Receivable or otherwise accelerated cash collections of any type other than in the ordinary course of business and in an amount not greater than $5,000 in the aggregate; (h) incurred any Indebtedness or incurred or become subject to any material liability, except current liabilities incurred in the ordinary course of business and liabilities under Contracts (other than liabilities for breach) entered into in the ordinary course of business; (i) suffered any extraordinary losses or waived any rights of material value, whether or not in the ordinary course of business; (j) experienced any material damage, destruction, or loss (whether or not covered by insurance) to its property; (k) become liable for any Damages in connection with, or become obligated to rescind or otherwise materially modify, any Franchise Agreement; or (l) committed to do any of the foregoing actions.

Operations of the Sellers. Except as set forth on Schedule 4.154.14, since June 30December 31, 20062013, through the date of this Agreement, there has not been any change, event or condition of any character that has had or would reasonably be expected to have a Seller Material Adverse Effect. Without limiting the generality of the foregoing, except as set forth on Schedule 4.154.14, since June 30December 31, 20062013, each Seller has the Sellers have operated its portion of the Businesses Business in the ordinary course Ordinary Course of business consistent with past practiceBusiness, and during such time period, neither no Seller has: (a) sold, leased, transferred, or assigned any of its material assets, other than for a fair consideration asset that would otherwise be included in the ordinary course of businessAcquired Assets; (b) entered into any Material Contract outside the ordinary course Ordinary Course of business;Business which would have a material adverse effect on the Acquired Assets. (c) accelerated, terminated, made material modifications to, or cancelled any Material Contract related to the Acquired Assets in any material respect; (d) transferred, assigned, or granted any license or sublicense of any rights under or with respect to any Intellectual Property RightRight that would otherwise be included in the Acquired Assets, other than to a Franchisee pursuant to a Franchise Agreement entered into in the ordinary course Ordinary Course of businessBusiness; (e) made any capital expenditure (or series of related capital expenditures) either involving more than $5,000, individually, or $15,000, in the aggregate, or outside the ordinary course of business; (f) engaged in any sales or promotional discount or other similar activities with customers (including, without limitation, materially altering credit terms) other than any such activities undertaken in accordance with the terms of its current Franchise License Agreements; (f) permitted to exist any Lien on any of the Acquired Assets, other than a Permitted Lien; (g) delayed or postponed the payment of any accounts payable, other payables, expenses or other liabilities (including marketing or promotional expenses), or accelerated the collection of or discount any Accounts Receivable or otherwise accelerated cash collections of any type other than in the ordinary course of business and in an amount not greater than $5,000 in the aggregate; (h) incurred any Indebtedness indebtedness for borrowed money or incurred or become subject to any material liability, except current liabilities incurred in the ordinary course Ordinary Course of business Business and liabilities under Contracts (other than liabilities for breach) entered into in the ordinary course Ordinary Course of businessBusiness; (ih) suffered any extraordinary losses or waived any rights of material valuevalue related to the Acquired Assets, whether or not in the ordinary course Ordinary Course of businessBusiness; (j) experienced any material damage, destruction, or loss (whether or not covered by insurance) to its property; (ki) become liable for any Damages in connection with, or become obligated to rescind or otherwise materially modify, any Franchise License Agreement; or (lj) committed to do any of the foregoing actions.