Restrictive Provisions. As consideration for the foregoing payments, Executive agrees not to challenge the enforceability of any of the restrictions contained in Sections 5, 6 or 7 of this Agreement upon or after the occurrence of a Change of Control.
Restrictive Provisions. No Loan Party is a party to any agreement or contract or subject to any restriction contained in its operative documents which would reasonably be expected to have a Material Adverse Effect.
Restrictive Provisions. Neither Borrower nor any other Loan Party is a party to any agreement or contract or subject to any restriction contained in its operative documents which could reasonably be expected to have a Material Adverse Effect.
Restrictive Provisions. Borrower is not a party to any agreement or contract or subject to any restriction contained in its operative documents which would reasonably be expected to have a Material Adverse Effect.
Restrictive Provisions. For so long as the shares of Common Stock issuable upon the conversion of the outstanding Series 2001-A Preferred represent at least 10% of the Company's outstanding Common Stock (treating the outstanding Common Stock and shares of Common Stock issuable upon the conversion of the Series 2001-A Preferred as outstanding in the aggregate), the Company shall not, without first obtaining the affirmative vote or written consent of the holders of at least a majority of the outstanding shares of Series 2001-A Preferred, voting separately as a single class:
Restrictive Provisions. 40 5.20. Labor Matters .................................................................. 41 5.21. No Default ..................................................................... 41 5.22. Related Agreements ............................................................. 41 5.23. Subsidiaries ................................................................... 42 5.24. Agreements with Managers ....................................................... 42
Restrictive Provisions. No Borrower is a party to any agreement or contract or subject to any restriction contained in its Articles of Formation or Operating Agreement (or similar organizational documents), that could reasonably be expected to have a Material Adverse Effect. No Borrower has ongoing financial obligations or liabilities of any kind under or pursuant to any acquisition agreement, whether for earnout payments, contingent payments, or otherwise.
Restrictive Provisions. No Company nor any other Note Party or Subsidiary is a party to any agreement or contract or subject to any restriction contained in its operative documents which could reasonably be expected to have a Material Adverse Effect.
Restrictive Provisions. As of immediately prior to the closing of the transactions contemplated by the Investment Agreement, Xxxx Xxxxxxxx and Xxxxxx Xxxxxxxx (together, the “Xxxxxxxx Owners”) and members of their immediate family own all beneficial interest in all outstanding shares of the Company and have acquired confidential and proprietary information relating to the business and operations of the Company and its Subsidiaries. Each of them and such members of their immediate family will receive valuable consideration as part of the transactions contemplated by the Investment Agreement (including execution and delivery of this Agreement) and therefore has a material economic interest in the consummation thereof. In furtherance of the foregoing, and in order to protect the goodwill related to the business and operations of the Company, each of the Xxxxxxxx Owners has agreed to certain restrictive covenants in this Agreement relating to confidentiality, non-competition and non-solicitation, which are essential parts of the transactions contemplated by the Investment Agreement. The Xxxxxxxx Owners, together with their Affiliates, will own, at the closing, all of the Class B Common Stock, which has 10 votes per share compared to Class A Common Stock, which has one vote per share, so that their 61.11537% aggregate economic ownership represents 94.01810% of voting control of the Company. The Investors are making the investment contemplated by this Agreement based on their respect for, and confidence in, the Xxxxxxxx Owners, and their operating and voting control of the Company.
