Transactions Requiring Consent. From the date hereof until the Closing Date, neither USP (as to DeSoto, Metroplex and the HealthFirst Management Agreements) nor Baylor (as to the Baylor Centers) shall:
Transactions Requiring Consent. Except as otherwise expressly -------------------------------- permitted in this Agreement, without SILVA BAY's prior written consent, which consent shall not be unrxxxxxably withheld, Spectrum shall not:
Transactions Requiring Consent. Except as otherwise expressly permitted in this Agreement, without NMDC's prior written consent, which consent shall not be unreasonably withheld, LiquidGolf shall not:
Transactions Requiring Consent. From the date hereof until the Closing ------------------------------ Date, without Buyer's prior written consent (which shall not be unreasonably withheld), except as required or permitted by this Agreement (including, without limitation, the exercise or surrender, as the case may be, of the Prizm Warrants, as described herein), Sellers shall not permit the Corporation to: (a) other than normal Trade Accounts Payable, prepay any debt in excess of $5,000 prior to its stated maturity (except pursuant to an existing amortization payment schedule) or enter into any contract or commitment or incur or agree to incur any debt or make any capital expenditure requiring the payment of amounts in excess of $5,000; (b) create or assume any mortgage, pledge, or other lien or encumbrance upon any of its assets, whether now owned or hereafter acquired; (c) make any loan; (d) incur any debt or other monetary obligation, other than normal Trade Accounts Payable and other than borrowings in the ordinary course of business pursuant to the Corporation's Revolving Credit Facility and Term Loan with The Chase Manhattan Bank as it exists on the date of this Agreement; (e) amend any Contract listed in SCHEDULE 1.1(d), except changes made in the --------------- ordinary course of business, or change any employee compensation (except normal annual salary increases implemented in accordance with past practices); (f) fail to pay any obligation in a timely manner prior to delinquency, consistent with past practices; (g) declare, set aside, or pay any dividend or distribution to its equity owners, or directly or indirectly purchase, redeem, or otherwise acquire any outstanding equity interest in the Corporation; or (h) engage in any transaction with any Sellers' Affiliate.
Transactions Requiring Consent. From the date hereof until the Closing Date, ---------- CONFIDENTIAL TREATMENT REQUESTED: Certain portions of this document have been omitted pursuant to a request for confidential treatment and, where applicable, has been marked with an asterisk to denote where omissions have been made. The confidential material has been filed separately with the Commission.
Transactions Requiring Consent. From the date hereof until the ------------------------------ Closing Date, without Buyers' prior written consent (which shall not be unreasonably withheld), except as required or permitted by this Agreement, Sellers shall not permit PhysiCare, Little Rock PA or either of the Houston Asset Sellers to: (a) other than normal Trade Accounts Payable, prepay any debt in excess of $5,000 prior to its stated maturity (except pursuant to an existing amortization payment schedule) or enter into any contract or commitment or incur or agree to incur any debt or make any capital expenditure requiring the payment of amounts in excess of $5,000; (b) create or assume any mortgage, pledge, or other lien or encumbrance upon any of its assets, whether now owned or hereafter acquired; (c) make any loan; (d) incur any debt or other monetary obligation, other than normal Trade Accounts Payable; (e) amend any Contract, Purchase Order, or other agreement listed in Schedule 1.1(d), except changes made in the ordinary course of business, or change any employee compensation (except normal annual salary increases implemented in accordance with past practices); (f) fail to pay any obligation in a timely manner prior to delinquency, consistent with past practices; (g) declare, set aside, or pay any dividend or distribution to its equity owners, or directly or indirectly purchase, redeem, or otherwise acquire any outstanding equity interest; or (h) engage in any transaction with any Sellers' Affiliate.
Transactions Requiring Consent. The following transactions and business dealings require the shareholder’s prior consent, even if they occur within the ordinary scope of business:
Transactions Requiring Consent. The Manager shall bring forth all matters and transactions that have cumulative impact that is material to the Company's financial condition in any given year. Materiality shall mean any matter that has a cumulative impact of greater than 5% of annual estimated revenues during that given year. All such material matters shall be presented before the Members and a proper majority consent shall be required before proceeding with proposed transaction. All sales commission structures shall require consent of both co-CEOs, regardless of dollar amounts involved.
Transactions Requiring Consent. From the date hereof until the Closing Date, without Buyer's prior written consent (which shall not be unreasonably withheld), except as required or permitted by this Agreement, Sellers shall not permit any Partnership to:
Transactions Requiring Consent. Except as may be necessary to effect the transactions provided for herein, from the Execution Date until the Closing Date, SSM shall cause the Contributed Companies to not undertake any of the following without the prior written consent of Medica, which consent will not be unreasonably withheld, conditioned or delayed:
