Neither the Sample Clauses

Neither the execution and delivery of this Agreement and the documents referenced herein, nor incurring of the obligations set forth herein, nor the consummation of the transactions herein contemplated, nor compliance with the terms of this Agreement and the documents referenced herein, will conflict with or result in a material breach of any of the terms, conditions or provisions of, or constitute a default under, any bond, note, or other evidence of indebtedness or any -19- contract, indenture, mortgage, deed of trust, loan, agreement, lease or other agreements or instruments to which Seller is a party or by which any of the Seller's properties may be bound.

Neither the. Option Holder nor any other person legally entitled to exercise this option shall be entitled to any of the rights or privileges of a stockholder of the Company in respect of any shares issuable upon any exercise of this option unless and until a certificate or certificates representing such shares shall have been actually issued and delivered to him.

Neither the execution or delivery of this Agreement or the consummation of the transaction contemplated hereby will: (a) entitle any current or former employee of the Company to severance pay, unemployment compensation or any similar payment; (b) accelerate the time of payment or vesting or cause any increase in the amount of any compensation due to any such employee or former employee; or (c) directly or indirectly result in any payment made to or on behalf of any person to constitute a parachute payment within the meaning of ss. 2805 of the Internal Revenue Code of 1986, as amended.

Neither the execution and delivery of the GE Capital Trade Payables Agreement, nor the consummation of the transactions contemplated by the GE Capital Trade Payables Agreement, nor compliance with the provisions of the GE Capital Trade Payables Agreement or instruments thereunder shall result in (i) the creation or imposition of any lien, claim, charge or encumbrance upon any of the Collateral, except in favor of Agent and Lenders or (ii) the incurrence, creation, assumption of any Indebtedness of any Borrower or Guarantor, except as expressly permitted under Section 9.9 of the Loan Agreement (after giving effect to this Amendment) and by the other Financing Agreements.

Neither the. Concentration Account Agreement nor the arrangement contemplated thereby shall be modified by the Borrower without the prior written consent of Lender. Upon the occurrence of an Event of Default, upon the terms and subject to the conditions set forth in the Concentration Account Agreement, all amounts received in the Concentration Account shall be wired each Business Day into the Lender Account. Upon the occurrence and during the continuation of an Event of Default, or if the Lender deems itself insecure with respect to the Lender's good faith belief or suspicion that the Borrower has engaged in defalcation, intentional misrepresentation, or fraud, the Lender shall have the right to require the Borrower to establish, and thereafter maintain, lockbox arrangements satisfactory to Lender in respect of the Collections and to instruct all Account Debtors of Borrower to remit all Collections to such lockboxes. With respect to the Account Receivables, the Borrower shall and shall cause its Subsidiaries to, irrevocably instruct the Account Debtors to remit to the Concentration Account all payments to be made by check or other draft and all payments to be made by wire transfer. Until the Lender has advised the Borrower to the contrary after the occurrence and during the continuance of an Event of Default, the Borrower and its Subsidiaries may and will enforce, collect and receive all amounts owing on the Account Receivables for the Lender's benefit and on the Lender's behalf, but at the Borrower's expense; such privilege shall terminate, at the election of the Lender, upon the occurrence and during the continuance of any Event of Default. All Collections received directly by the Borrower or any Subsidiary from any Account Debtor or any other source (exclusive of Lender), whether as proceeds from Accounts Receivable, or as proceeds of any other Collateral, or otherwise, shall be received and held by the Borrower in trust for the Lender and deposited by the Borrower in original form and no later than the next Business Day after receipt thereof into the Concentration Account. The Borrower shall not commingle such collections with the Borrower's own funds or the funds of any Subsidiary or Affiliate of the Borrower or with the proceeds of any assets not included in the Collateral. All funds received in the Lender Account pursuant to this Section 7.01(a) shall be credited to the Loan Account for application at the end of each Business Day to reduce the then principal bal...

Neither the. Borrower nor any Subsidiary has executed the Credit Agreement or any other documents mentioned therein, or made any transfer or incurred any obligations thereunder, with intent to hinder, delay or defraud either present or future creditors of such Person.

Neither the final payment nor the remaining retention or substituted securities shall become due until the Contractor submits to the Architect, and the Owner receives: (1) Affidavit of Payment of Debts and Claims, AIA Document G706 and attachments including Contractors Release or Waiver of Liens, showing that payrolls, bills for materials and equipment, and other indebtedness connected with the Work have been paid or otherwise satisfied,

Neither the execution of the Loan Agreement and the other Loan Documents nor the fulfilling of the derived obligations by the Borrower contravene or constitute a breach of the Borrower’s bylaws or any other agreement signed by the Borrower.

Neither the. Company nor the Trust shall be liable under the indemnification provisions contained in this Agreement with respect to any losses, claims, damages, liabilities or expenses to which an Indemnified Party would otherwise be subject by reason of such Indemnified Party’s willful misfeasance, willful misconduct, or gross negligence in the performance of such Indemnified Party’s duties or by reason of such Indemnified Party’s reckless disregard of obligations and duties under this Agreement.