NEGATIVE COVENANTS OF DEBTOR Sample Clauses

NEGATIVE COVENANTS OF DEBTOR. Debtor shall not (a) create, incur, assume or suffer to exist any mortgage, lien, pledge or other encumbrance or attachment of any kind whatsoever upon, affecting or with respect to the Equipment or this Agreement or any of Debtor's interests hereunder; (b) make any changes or alterations in or to the Equipment except as necessary for compliance with clause (a) of paragraph 8 above; (c) permit the name of any person, association or corporation other than Secured Party to be placed on the Equipment as a designation that might be interpreted as a claim of interest in the Equipment; (d) part with possession or control of or suffer or allow to pass out of its possession or control any of the Equipment or change the location of the Equipment or any part thereof from the location shown above; (e) without Secured Party's prior written consent, assign or in any way dispose of all or any part of its rights or obligations under this Agreement or enter into any lease of all or any part of the Equipment; (f) change its name or address from that set forth above unless it shall have given Secured Party no less than thirty (30) days prior written notice thereof; (g) without Secured Party's prior written consent, sell any shares of its capital stock or transfer any ownership interest in the Debtor to any person, persons, entity or entities (whether in one single transaction or in multiple transactions) which results in a transfer of a majority interest in the ownership and/or the control of the Debtor from the person, persons, entity or entities who hold ownership and/or control of the Debtor as of the date of this Agreement, except that Debtor may conduct (i) private offerings of shares of capital stock to Pequot Capital Management, Inc. and/or SOFTBANK America, Inc., SOFTBANK Tech Ventures, LLC or its affiliates; (ii) public offerings of shares of capital stock, or (iii) other routine market transactions of the capital stock of the Debtor; in each case without Secured Party's prior written consent; or (h) sell, transfer, lease or otherwise dispose of all or substantially all of Debtor's assets to any person or entity, or without Secured Party's prior written consent, consolidate with or merge into or with any other entity, or purchase or otherwise acquire all or substantially all of the assets or stock or other ownership interest of any person or entity. With respect to the consent provisions under Sections 9(e), 9(g) and 9(h) of this Agreement, Secured Party shall, in ...

NEGATIVE COVENANTS OF DEBTOR. Debtor shall not (a) create, incur, assume or suffer to exist any mortgage, lien, pledge or other encumbrance or attachment of any kind whatsoever upon, affecting or with respect to the Equipment or this Agreement or any of Debtor's interests hereunder; (b) make any changes or alterations in or to the Equipment except as necessary for compliance with clause (a) of paragraph 8 above; (c) permit the name of any person, association or corporation other than Secured Party to be placed on the Equipment as a designation that might be interpreted as a claim of interest in the Equipment; (d) part with possession or control of or suffer or allow to pass out of its possession or control any of the Equipment or change the location of the Equipment or any part thereof from the location shown above; (e) assign or in any way dispose of all or any part of its rights or obligations under this Agreement or enter into any lease of all or any part of the Equipment; (f) change its name or address from that set forth above unless it shall have given Secured Party no less than thirty (30) days prior written notice thereof; (g) sell any shares of its capital stock or transfer any ownership interest in the Debtor to any person, persons, entity or entities (whether in one single transaction or in multiple transactions) which results in a transfer of a majority interest in the ownership and/or the control of the Debtor from the person, persons, entity or entities who hold ownership and/or control of the Debtor as of the date of this Agreement; or (h) consolidate with or merge into or with any other entity, or purchase or otherwise acquire all or substantially all of the assets or stock or other ownership interest of any person or entity or sell, transfer, lease or otherwise dispose of all or substantially all of Debtor's assets to any person or entity.

NEGATIVE COVENANTS OF DEBTOR. Debtor hereby covenants and agrees that, from the date of this Agreement and so long as Debtor shall be indebted to Bank hereunder or under any of the Notes, it will comply with the following covenants, unless Bank shall consent otherwise in writing, which consent shall not be unreasonably withheld:

NEGATIVE COVENANTS OF DEBTOR. Until payment in full and the performance of all of the Obligations, without the prior written consent of the Lender, the Debtor will not directly or indirectly:

NEGATIVE COVENANTS OF DEBTOR. The Debtor covenants and agrees that, without the prior written consent of the Collateral Agent (which consent may be granted or withheld in the sole and absolute discretion of the Collateral Agent), the Debtor will not (i) except for sales of inventory in the ordinary course of business consistent with past practice, sell, assign, or transfer the Collateral or any of its rights therein, (ii) create any other security interest in, mortgage, or otherwise encumber the Collateral or any part thereof, or permit the Collateral to be or become subject to any lien, attachment, execution, sequestration, other legal or equitable process, or any encumbrance of any kind or character, except the security interest created herein, or (iii) change its jurisdiction of organization, name or corporate structure.

NEGATIVE COVENANTS OF DEBTOR the Seller and UAC. During the term of this Agreement, unless the Secured Parties shall otherwise consent in writing:

NEGATIVE COVENANTS OF DEBTOR. Debtor covenants and agrees that, without the prior written consent of each Secured Party (which consent may be granted or withheld in the sole and absolute discretion of Secured Parties), Debtor will not (i) sell, assign, or transfer the Collateral or any of its rights therein; or (ii) create any other security interest in, mortgage, or otherwise encumber the Collateral or any part thereof, or permit the Collateral to be or become subject to any lien, attachment, execution, sequestration, other legal or equitable process, or any encumbrance of any kind or character, except the security interest created herein.

NEGATIVE COVENANTS OF DEBTOR. Debtor further covenants and agrees that, without the prior written consent of Secured Party, Debtor will not (a) except for sale of finished goods inventory in the ordinary course of business, sell, assign or transfer any of Debtor's rights in the Collateral; (b) create any other security interest in, mortgage or otherwise encumber the Collateral, or any part thereof, or permit the same to be or become subject to any lien, attachment, execution, sequestration, other legal or equitable process or any encumbrance of any kind or character, except the Security Interests herein created and the Bank Lien; (c) use the Collateral, or permit the same to be used, for any unlawful purpose or in any manner inconsistent with the provisions or requirements of any insurance policy required hereunder; and (d) move or allow the Collateral, or any part thereof, to be moved across any state boundary before (i) written notice describing the current location, the proposed removal and the proposed new location is given to and received by Secured Party thirty (30) days in advance of a proposed removal and (ii) written consent of Secured Party to the removal of such Collateral in such manner and to such location is received by Debtor.

NEGATIVE COVENANTS OF DEBTOR. The Debtor will not, without the prior written consent of the Secured Parties: (a) make or permit any material change in the nature of any business in which the Company is engaged as of the date hereof; (b) make or permit any change in the Company’s state of formation or domicile; (c) cause or permit the Company to merge or consolidate with any entity, enter into any transaction which would effect a change of control, or liquidate or dissolve; (d) with the exception to other note holders of this offering up to $450,000, sell, pledge, transfer, assign, encumber or grant a security interest senior to the Secured Parties interest in any of the Collateral; or (e) take any other action or suffer to permit any other condition which would or could constitute an Event of Default under the Note.