Operation of Business—Negative Covenants. Except as expressly contemplated by the Transaction Agreements, Sellers will not, without the consent of U.S. Buyer, which may not be unreasonably withheld, cause or permit the Acquired Companies to do any of the following with respect to the Acquired Companies:
Operation of Business—Negative Covenants. From the date hereof to and including the earlier of (x) the Closing Date and (y) the termination of this Agreement in accordance with its terms, without the prior written consent of Buyer, each Seller, each Blocker Seller and each Sold Entity shall not, and shall cause its respective Affiliates not to:
Operation of Business—Negative Covenants. Except as otherwise permitted or required by this Agreement, from the date hereof until the Closing, the Bank will not (without prior written consent of the Buyer), (i) amend or otherwise change its Articles of Incorporation or Association or Bylaws; (ii) issue or sell or authorize for issuance or sale any other of its securities; (iii) authorize or incur any long-term debt (other than deposit liabilities) or amend or modify or increase the principal amount of any debt described on Schedule 1.11; (iv) mortgage, pledge or subject to lien or other encumbrance any of its properties, except with respect to transactions with an aggregate value not exceeding $100,000 in the ordinary course of business; (v) enter into any material agreement, contract or commitment in excess of $3,000.00, except banking transactions in the ordinary course of business and in accordance with policies and procedures in effect on the date hereof; (vi) make any investments except investments made by the Bank in the ordinary course of business for terms of up to one year and in amounts of $50,000.00 or less; (vii) amend or terminate any Plan except as required by law; (viii) declare, set aside, make or pay any dividend or other distribution with respect to its capital stock; (ix) redeem, purchase or otherwise acquire, directly or indirectly, any of the capital stock of the Bank; (x) increase the compensation of any officers, directors or employees, except pursuant to existing compensation plans and practices; (xi) sell or otherwise dispose of any of its assets or properties other than in the ordinary course of business, or (xii) agree to do any of the foregoing.
Operation of Business—Negative Covenants. Except as expressly contemplated in this Agreement, Seller will not, without the consent of Purchaser, engage in any practice, take any action, or enter into any transaction outside the ordinary course of the Business. Without limiting the generality of the foregoing, Seller will not take any action that may, directly or indirectly, impair or materially adversely affect the Property or result in any adverse change in the Liabilities.
