Common use of Material Decisions Clause in Contracts

Material Decisions. The Company hereby covenants and agrees with each of the Investors that it shall not, and shall cause each of its subsidiaries not to, without approval of the Board of Directors, take any of the following actions, which may be changed from time to time by the Board of Directors in its sole discretion: (a) approve or make any material change to the Company’s annual budget or business plan; (b) incur any expenditure in excess of $1,500,000 that is not already included in a budget approved by the Board of Directors; (c) incur any indebtedness for borrowed money, enter into any lease or establish a credit line involving an amount in excess of $1,500,000; (d) enter into, permit any subsidiary to enter into, or approve any acquisition or sale of any entity or the business and/or assets of any entity in a transaction valued at more than $3,000,000 individually or $15,000,000 in the aggregate for any fiscal year; (e) grant stock options; (f) create or dissolve a subsidiary, or cease operations of a subsidiary (other than a holding company for intellectual property with no existing operations); (g) transfer or license intellectual property rights, other than in the ordinary course of business; (h) hire, terminate, or change the compensation of the Company’s executive officers; or (i) enter into or approve any transaction with any director or officer of the Company, or any of the affiliates, spouses or other family members of the Company’s officers and directors.