Seller’s Negative Covenants. With respect to Seller and the Assets, Seller will not do the following, without the written consent of Buyer, from the date hereof through the Closing Date:
Seller’s Negative Covenants. Seller shall not issue any Disqualified Stock, other than Disqualified Stock issued, in connection with the funding of the development, construction, operation, reconstruction, restoration or refinancing of the Project. Except for (i) liens for the benefit of Lender, and (ii) liens cured or removed within thirty (30) days after their incurrence, Seller shall not create, incur, assume or suffer to be created by it or any subcontractor, employee, laborer, materialman, other supplier of goods or services or any other person any lien on Seller’s interest in the Site, the Project, or any part thereof or interest therein. Seller shall pay or discharge, or shall cause its contractors to promptly pay and discharge, and discharge of record, any such lien for labor, materials, supplies or other obligations upon Seller’s interest in the Site, the Project, or any part thereof or interest therein, unless Seller is disputing any such lien in good faith and only for so long as it does not create an imminent risk of a sale or transfer of the Site, the Project or a material part thereof or interest therein. Seller shall promptly notify SCE of any attachment or imposition of any lien against Seller’s interest in the Site, the Project, or any part thereof or interest therein. Seller shall not hold any material assets, become liable for any material obligations or engage in any material business activities other than directly associated with the development, construction and operation of the Project. Seller shall not own, form or acquire, or otherwise conduct any of its activities through, any direct or indirect subsidiary. During any period during which a Seller is a Defaulting Party, Seller shall (i) not declare or pay any dividend, or make any other distribution or payment, on account of any equity interest in Seller, or (ii) otherwise make any distribution or equivalent payment to any Affiliate of Seller. Seller shall not directly or indirectly pledge or assign, or cause or permit the pledge or assignment of, the Required Permits as collateral to any party other than to Lender or Lender’s agent without SCE’s prior written consent, which consent may be granted or withheld in SCE’s sole discretion. Seller shall not directly or indirectly pledge or assign, or cause or permit the pledge or assignment of, any ownership interest in Seller if such pledge or assignment would have a material adverse effect on the Project or on Seller’s ability to perform its obligations under this...
Seller’s Negative Covenants. Until Closing, Seller shall not do any of the following with regard to the Subject Property without first obtaining the prior, written consent of Buyer:
Seller’s Negative Covenants. Seller and Mack covenant and agree that, after the Execution Date and until the exxxxer to occur of (a) the termination of this Agreement, or (b) the Closing Date, they will not, and will use their best efforts to cause their respective shareholders, directors and officers and the Key Persons of Seller to not, solicit, enter into, or entertain any discussions or negotiations with respect to a Competing Transaction, enter into any binding agreement with respect to any Competing Transaction, consummate any Competing Transaction, or agree in writing or otherwise to do any of the foregoing. Seller shall, within 24 hours of obtaining Knowledge of same, furnish Purchaser with copies, or if not in writing, a written summary, of any inquiries or proposals with respect to a Competing Transaction. For purposes of Section 5.1, "Competing Transaction" means any proposal or offer from any Person (other than Purchaser) relating to any purchase or other acquisition of all or any material portion of the assets of, or any possible disposition or issuance of any equity interests in, Seller (or any rights or securities exercisable for, or convertible into, such equity interests), or any merger or other business combination with Seller.
Seller’s Negative Covenants. Seller shall not, without Buyer's prior written consent: (1) execute any new lease nor modify any Lease (for which consents shall not be unreasonably withheld or delayed), (2) accept from any tenant rent or other charges more than one (1) month in advance, (3) enter into any contract nor modify any existing contract with respect to the Properties which will survive Closing, (4) remove any Personal Property from the Properties unless replaced by Personal Property of equal or greater utility and value, or (5) alienate, lien, encumber or otherwise transfer the Properties or any interest therein.
Seller’s Negative Covenants. Until the earlier of the termination of this Agreement or each Sold Receivable has been paid in full, unless Purchaser shall otherwise give prior written consent, Seller will perform all covenants contained in this Article 7.
Seller’s Negative Covenants. Seller covenants that until all of the Obligations are paid and satisfied in full and the commitment of FGI hereunder has been terminated, that:
Seller’s Negative Covenants. Except as disclosed on Schedule 6.3, between the date of this Agreement and the earlier of the Closing Date or the termination of this Agreement, neither Seller nor the Businesses will, without the prior written consent of Buyer: (a)(i) amend or terminate any of the Listed Contracts, (ii) enter into any contract which would be a Listed Contract or other material contract or commitment except in the ordinary course of business, or (iii) incur or agree to incur any liability except in the ordinary course of business; (b) increase compensation payable or to become payable or make a bonus payment to (other than pursuant to Seller’s obligations under current agreements) or otherwise enter into one or more bonus agreements with any employee or agent, except in the ordinary course of business; (c) make offers or renewals of employment at the Businesses to any person other than on an at-will basis and in the ordinary course of business; (d) create, assume or permit to exist any new Encumbrance (other than a Permitted Encumbrance) upon any of the Assets or the assets of the Businesses, whether now owned or hereafter acquired; (e) dispose of or consume any property, plant or equipment (other than Inventory), except in the ordinary course of business; (f) acquire, transfer, assign or otherwise take any action to change the amount or character of Seller’s interest in any of the Businesses; or (f) take any action outside the ordinary course of business.
Seller’s Negative Covenants. From the Effective Date to the Closing Date, except as consented to in writing by Purchaser (which consent shall not be unreasonably withheld) or as otherwise contemplated by this Agreement, each Seller shall take commercially reasonable efforts to cause the Company not to:
Seller’s Negative Covenants. Sellers hereby covenant and warrant that, from the date of this Agreement until Closing, they will not, without the prior written consent of the Buyer, cause the Corporation to declare or pay and dividend; redeem or otherwise acquire any shares of its capital stock now or hereafter outstanding; issue any new or additional shares, or cancel, sell, transfer or otherwise dispose of the Stock purchased hereunder. Sellers further covenant that they will not cause the Corporation to create any additional obligations to employees that will survive Closing, including, but not limited to, employee benefit plans, bonuses, and other compensation. 9.
