Post-Closing Operations of Purchaser. Purchaser covenants and agrees that, until full and final payment of the Wells Fargo Purchase and the Promissory Notes, Purchaser shall not xx xxy of the following: (i) create, incur, assume, permit, guarantee, or otherwise become or remain, directly or indirectly, liable with respect to any indebtedness, except for the Wells Fargo Purchase and the Promissory Notes; (ii) create, incur, xxxxxe or permit to exist, directly or indirectly, any Encumbrance with respect to any of the Purchased Assets, except for Encumbrances to secure payment obligations under the Wells Fargo Purchase and the Promissory Notes or otherwise in connexxxxx with the consummation of the transactions contemplated hereby; (iii) (A) enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its membership interests, (B) liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution) or (C) convey, sell, lease, license, assign, transfer, or otherwise dispose of any of the Purchased Assets, except as expressly permitted under this Agreement, the Wells Fargo Purchase or otherwise in connection with the consummatixx xx the transactions contemplated hereby; (iv) change its limited liability company structure or incorporate or reorganize itself under the laws of any jurisdiction; (v) make any change in the nature of its business; (vi) cause, permit, or suffer, directly or indirectly, any change in control; (vii) except as expressly permitted under this Agreement, make any distributions (in cash or other property) or purchase, acquire, redeem or retire any of Purchaser's membership interests, whether now or hereafter outstanding; (viii) materially modify or change its method of accounting (other than as may be required to conform to GAAP); (ix) form any subsidiaries or make or acquire, directly or indirectly, any investment in any other Person (including Affiliates) in any form, including without limitation through loans, guarantees, advances or capital contributions; (x) directly or indirectly enter into or permit to exist any transaction with any Affiliate or non-Affiliate of Purchaser, except as expressly permitted under this Agreement; (xi) have, hire, employ, take on or retain any employees; (xii) own, purchase, buy, obtain or otherwise acquire, directly or indirectly, any assets other than the Purchased Assets; (xiii) enter into any agreement, contract or commitment (other than this Agreement) except as necessary to run-off and sell the Purch...
