Common use of Certain Developments Clause in Contracts

Certain Developments. Except as qualified and disclosed in Disclosure Schedule 4.6, since the Balance Sheet Date, the Company has conducted the Business in the ordinary course of business and there has occurred no facts, events, developments, or circumstances which, individually or in the aggregate, has had or would reasonably be expected to have a Material Adverse Effect. Since the Balance Sheet Date, the Company has not: (a) sold, leased, assigned, licensed, transferred, or other disposed of any of its property or assets or portion thereof (other than sales of inventory and collection of accounts receivable in the ordinary course of business) or subjected them to any additional Liens; (b) purchased, leased, or otherwise acquired of the right to own, use, or lease any property or assets for an amount in excess of $50,000, individually or in the aggregate; (c) suffered any theft, damage, destruction, or casualty loss exceeding $50,000 in the aggregate, whether or not covered by insurance; (d) declared, set aside, or paid any distribution of property or assets other than Cash on Hand to any Member with respect to its equity; (e) amended, restated, or amended and restated, or authorized any of the foregoing to, its articles of organization, operating agreement, or any other organizational document; (f) issued, sold, or transferred any of its equity interests, securities convertible into its equity interests, or warrants, options, or other rights to convert into, exchange or acquire its equity interests; (g) split, combined, or reclassified any equity interests; (h) sold, assigned, transferred, or permitted to lapse any material interest in any Intellectual Property of the Company; (i) abandoned, allowed a lapse, or failed to maintain in full force and effect any Intellectual Property of the Company; (j) created any Lien on any equity interests; (k) other than in the ordinary course of business and the Company’s standard employee review process, made or granted any bonus or any material wage or salary or compensation increase to any employee, independent contractor, or group of employees, entered into any employment, sale bonus, stay bonus or severance Contract with any officer or employee of the Company, or made or granted any increase in any Employee Benefit Plans, amended, modified, or terminated any Employee Benefit Plans or adopted any Employee Benefit Plans; (l) hired or promoted any person as or to an officer position; (m) terminated any employee of the Company with an annual salary in excess of $50,000 or terminated any other employee of the Company outside the ordinary course of business; (n) adopted any profit sharing, bonus, deferred compensation, retirement agreement or plan or other Employee Benefit Plan for or with any current or former employee, officer, or consultant of the Company; (o) changed any of its accounting (financial or Tax) policies, practices, or procedures; (p) entered into, accelerated, materially modified, terminated, or received written notice of termination of any Material Contract or Contract or transaction (or series of related Contracts or transactions) involving a total remaining commitment by or to the Company of at least $50,000; (q) incurred, assumed, or guaranteed any Indebtedness except unsecured current obligations and Liabilities incurred in the ordinary course of business; (r) entered into any settlement, conciliation, or similar Contract, released any claims possessed by it, canceled any Indebtedness owed to it or waived any rights of value, in each case, involving amounts in excess of $50,000; (s) made any capital expenditures or commitments for capital expenditures that aggregate in excess of $50,000 or entered into any lease of capital equipment or real property; (t) entered into any transaction with the Members, officers of the Company, or Affiliates thereof; (u) conducted its cash management customs and practices other than in the ordinary course of business and in compliance with applicable Law; (v) entered into any Contracts containing any restrictive business covenants; (w) adopted any plan of merger, consolidation, reorganization, liquidation, or dissolution or filing of a petition in bankruptcy under any provisions of federal or state bankruptcy Law or consent to the filing of any bankruptcy petition against it under any similar Law; (x) acquired by merger or consolidation with, or by purchase of a substantial portion of the assets, stock, or other equity of, or by any other manner, any business or any Person or any division thereof; or (y) committed or agreed to do any of the foregoing.

Certain Developments. Except as qualified and disclosed in Disclosure Schedule 4.6, since Since the Balance Sheet Date, the Company has conducted the its Business in the ordinary course of business and there has occurred no factsfact, eventsevent, developments, development or circumstances circumstance which, individually or in the aggregate, has had or would reasonably be expected to have a Material Adverse Effect. Since Except as set forth on Schedule 4.6, since the Balance Sheet Date, the Company has not: : (ai) sold, leased, assigned, licensed, transferred, transferred or other disposed of any of its property or assets or portion thereof (other than sales of inventory and collection of accounts receivable in the ordinary course of business) or subjected them to any additional Liens; ; (bii) purchased, leased, or otherwise acquired of the right to own, use, use or lease any property or assets for an amount in excess of $50,000, individually or in the aggregate; ; (ciii) suffered any theft, damage, destruction, destruction or casualty loss exceeding $50,000 in the aggregate, whether or not covered by insurance; ; (div) declared, set aside, aside or paid any distribution of property or assets other than Cash on Hand to any Member with respect to its equity; ; (ev) amended, restated, restated or amended and restated, or authorized any of the foregoing to, its articles of organization, operating agreement, or any other organizational document; ; (fvi) issued, sold, sold or transferred any of its equity interests, securities convertible into its equity interests, or warrants, options, options or other rights to convert into, exchange or acquire its equity interests; ; (gvii) split, combined, combined or reclassified any equity interests; ; (hviii) sold, assigned, transferred, or permitted to lapse any material interest in any Intellectual Property of the Company; ; (iix) abandoned, allowed a lapse, or failed to maintain in full force and effect any Intellectual Property of the Company; ; (jx) created any Lien on any equity interests; ; (kxi) other than in the ordinary course of business and the Company’s standard employee review process, made or granted any bonus or any material wage or salary or compensation increase to any employee, independent contractor, employee or group of employees, entered into any employment, sale bonus, stay bonus or severance Contract with any officer or employee of the Company, or made or granted any increase in any Employee Benefit Plans, amended, modified, modified or terminated any Employee Benefit Plans or adopted any Employee Benefit Plans; ; (lxii) hired or promoted any person as or to an officer position; ; (m) terminated any employee of the Company with an annual salary in excess of $50,000 or terminated any other employee of the Company outside the ordinary course of business; (nxiii) adopted any profit sharing, bonus, deferred compensation, retirement agreement or plan or other Employee Benefit Plan for or with any current or former employee, officer, officer or consultant of the Company; ; (oxiv) changed any of its accounting (financial or Tax) policies, practices, practices or procedures; ; (pxv) entered into, accelerated, materially modified, terminated, or received written notice of termination of any Material Contract or Contract or transaction (or series of related Contracts or transactions) involving a total remaining commitment by or to the Company of at least $50,000; ; (qxvi) incurred, assumed, assumed or guaranteed any Indebtedness except unsecured current obligations and Liabilities incurred in the ordinary course of business; ; (rxvii) entered into any settlement, conciliation, conciliation or similar Contract, released any claims possessed by it, canceled any Indebtedness owed to it or waived any rights of value, in each case, involving amounts in excess of $50,000; ; (sxviii) made any capital expenditures or commitments for capital expenditures that aggregate in excess of $50,000 or entered into any lease of capital equipment or real property; ; (txix) entered into any transaction with the Members, officers of the Company, or Affiliates thereof; ; (uxx) conducted its cash management customs and practices other than in the ordinary course of business and in compliance with applicable Law; ; (vxxi) entered into any Contracts containing any restrictive business covenants; ; (wxxii) adopted any plan of merger, consolidation, reorganization, liquidation, liquidation or dissolution or filing of a petition in bankruptcy under any provisions of federal or state bankruptcy Law or consent to the filing of any bankruptcy petition against it under any similar Law; ; (xxxiii) acquired by merger or consolidation with, or by purchase of a substantial portion of the assets, stock, stock or other equity of, or by any other manner, any business or any Person or any division thereof; or or (yxxiv) committed or agreed to do any of the foregoing.