Common use of Material Actions Clause in Contracts

Material Actions. Without limiting the generality of the foregoing, the Purchaser will not, without the prior written consent of Company: (a) waive or surrender any rights related to any pending or threatened Litigation to the extent affecting the Purchaser’s business, or the Purchaser; (b) incur, create, assume or suffer to exist any restriction, Encumbrance, tenancy, encroachment, covenant, condition, Claim, charge or other matter adversely affecting title on any of the Purchaser’s assets; (c) take any action that would make any representation or warranty of the Purchaser inaccurate; (d) take any action or commit any omission that could reasonably result in (A) a material delay in the Contemplated Transactions or (B) a Material Adverse Effect; (e) enter into any contract or commitment giving any Person an option, right of first refusal or other similar right; (f) Issue an equity or debt outside the ordinary course of business; (g) Modify any compensation contract for any existing employee, officer, director, or consultant; (h) Grant any equity or option in compensation or severance; (i) waive the benefits of, or agree to modify in any manner, any confidentiality, standstill or similar contract; (j) take any action or omit to take any action which will result in a violation of any Applicable Law; or (k) fail to maintain and keep in full force and effect all insurance on assets and property or for the benefit of the Purchaser’s assets fail to present all claims under such insurance policies in a proper and timely manner or breach any obligation under such insurance policies with respect to the Purchased Assets.