Common use of Operations of the Company Clause in Contracts

Operations of the Company. Except as set forth on Section 5.23 of the Disclosure Letter, since October 31, 1998, neither the Company nor any of its Subsidiaries has: (a) declared or paid any dividend or declared or made any other distributions of any kind to its stockholders (other than dividends by a Subsidiary to the Company), or made any direct or indirect redemption, retirement, purchase or other acquisition of any shares of its capital stock; (b) except for short-term bank borrowings in the ordinary course of business, incurred any Indebtedness for borrowed money; (c) waived any material right under any contract or other agreement of the type required to be set forth on any section to the Disclosure Letter; (d) made any change in its accounting methods or practices or made any change in depreciation or amortization policies or rates adopted by it; (e) materially changed any of its business policies, including advertising, investment, marketing, pricing, purchasing, production, personnel, sales, returns, budget or product acquisition policies; (f) made any loan or advance to any of its stockholders, officers, directors, employees, consultants, agents or other representatives (other than travel advances made in the ordinary course of business), or made any other loan or advance otherwise than in the ordinary course of business; (g) except for inventory or equipment in the ordinary course of business, sold, abandoned or made any other disposition of any of its properties or assets or made any acquisition of all or any part of the properties, capital stock or business of any other Person; (h) paid, directly or indirectly, any of its material liabilities before the same became due in accordance with its terms or otherwise than in the ordinary course of business; (i) terminated or failed to renew, or received any written threat (that was not subsequently withdrawn) to terminate or fail to renew, any contract or other agreement that is or was material to the financial condition of the Company; (j) amended its Certificate of Incorporation or By-laws or agreed to change in any manner the rights of its outstanding capital stock or the character of its business; or (k) engaged in any other material transaction other than in the ordinary course of business.

Operations of the Company. Except as set forth on Section 5.23 of the Disclosure LetterSchedule 3.26, since October 31, 1998, neither the Balance Sheet Date the Company nor any of its Subsidiaries hashas not: (a) declared or paid any dividend dividends or declared or made any other distributions of any kind to its stockholders (other than dividends by a Subsidiary to the Company)shareholders, or made any direct or indirect redemption, retirement, purchase or other acquisition of any shares of its capital stock; (b) except for short-term bank borrowings in the ordinary course of business, incurred any Indebtedness indebtedness for borrowed money; (c) reduced its cash or short-term investments or their equivalent, other than to meet cash needs arising in the ordinary course of business, consistent with past practices; (d) waived any material right under any contract Contract or other agreement of the type required to be set forth on any section to the Disclosure LetterSchedule; (de) made any change in its accounting methods or practices or made any change in depreciation or amortization policies or rates adopted by it; (ef) materially changed any of its business policies, including advertising, investment, marketing, pricing, purchasing, production, personnel, sales, returns, budget or product acquisition policies; (f) made any loan or advance to any of its stockholders, officers, directors, employees, consultants, agents or other representatives (other than travel advances made in the ordinary course of business), or made any other loan or advance otherwise than in the ordinary course of business; (gh) except for inventory or equipment in the ordinary course of business, sold, abandoned or made any other disposition of any of its properties or assets or made any acquisition of all or any part of the properties, assets, capital stock or business of any other Personperson; (hi) paid, directly or indirectly, any of its material liabilities Liabilities before the same became due in accordance with its terms or otherwise than in the ordinary course of business; (ij) terminated or failed to renew, or received any written threat (that was not subsequently withdrawn) to terminate or fail to renew, any contract Contract or other agreement that is or was material to the financial condition Condition of the Company; (jk) amended its Certificate Articles of Incorporation or By-laws (or comparable instruments) or merged with or into or consolidated with any other person, subdivided or in any way reclassified any shares of its capital stock or changed or agreed to change in any manner the rights of its outstanding capital stock or the character of its business; or (kl) engaged in any other material transaction other than in the ordinary course of businessbusiness or in any activity or transaction which has had a material adverse effect on the operations and/or value of the Company.

Operations of the Company. Except as set forth on Section 5.23 of the Disclosure Letter------------------------- Schedule 4.20, since October 31the Balance Sheet Date, 1998, neither the Company nor any of its Subsidiaries hashas not: (a) declared or paid any dividend dividends or declared or made any other distributions of any kind to its stockholders (other than dividends by a Subsidiary to the Company)shareholders, or made any direct or indirect redemption, retirement, purchase or other acquisition of any shares of its capital stock; (b) except for short-term bank borrowings in the ordinary course of business, incurred any Indebtedness indebtedness for borrowed money; (c) reduced its cash or short-term investments or their equivalent, other than to meet cash needs arising in the ordinary course of business, consistent with past practices; (d) waived any material right under any contract Contract or other agreement of the type required to be set forth on any section to the Disclosure LetterSchedule; (de) made any change in its accounting methods or practices or made any change in depreciation or amortization policies or rates adopted by it; (ef) materially changed any of its business policies, including advertising, investment, marketing, pricing, purchasing, production, personnel, sales, returns, personnel or budget or product acquisition policies; (fg) made any loan or advance to any of its stockholdersshareholders, officers, directors, employees, consultants, agents or other representatives (other than travel advances made in the ordinary course of business), or made any other loan or advance otherwise than in the ordinary course of business; (gh) except for inventory or equipment in the ordinary course of business, sold, abandoned or made any other disposition of any of its properties or assets or made any acquisition of all or any part of the properties, capital stock or business of any other Personperson; (hi) paid, directly or indirectly, any of its material liabilities Liabilities before the same became due in accordance with its terms or otherwise than in the ordinary course of business; (ij) terminated or failed to renew, or received any written threat (that was not subsequently withdrawn) to terminate or fail to renew, any contract Contract or other agreement that is or was material to the financial condition Condition of the CompanyCompanies; (jk) amended its Certificate Memorandum or Articles of Incorporation Association or By-laws merged with or into or consolidated with any other person, subdivided or in any way reclassified any shares of its capital stock or changed or agreed to change in any manner the rights of its outstanding capital stock or the character of its business; or (kl) engaged in any other material transaction other than in the ordinary course of business.

Operations of the Company. Except as set forth on Section 5.23 To the knowledge of the Disclosure LetterSellers, since October 31, 1998, the Balance Sheet Date neither the Company nor any of its the Subsidiaries has: (a) declared or paid any dividend or declared or made any other distributions of any kind to its stockholders (other than dividends by a Subsidiary to the Company), or made any direct or indirect redemption, retirement, purchase or other acquisition of any shares of its capital stock; (b) except for short-term bank borrowings in the ordinary course of businessbusiness or except as set forth on Schedule 3.14.1, incurred any Indebtedness for borrowed moneyBorrowed Money; (c) except as set forth on Schedule 3.14.2, reduced its cash or short-term investments or their equivalent, other than to meet cash needs arising in the ordinary course of business, consistent with past practices; (d) waived any material right under any contract or other agreement Contract of the type required to be set forth on any section to the Disclosure LetterSchedule; (de) made any change in its accounting methods or practices or made any change in depreciation or amortization policies or rates adopted by it; (ef) materially changed any of its business policies, including advertising, investment, marketing, pricing, purchasing, production, personnel, sales, returns, budget or product acquisition policies; (fg) except as set forth on Schedule 3.14.3, made any loan or advance to any of its stockholdersshareholders, officers, directors, employees, consultants, agents or other representatives (other than travel advances made in the ordinary course of business), or made any other loan or advance otherwise than in the ordinary course of business; (gh) except for inventory or equipment in the ordinary course of businessbusiness or as set forth on Schedule 3.14.4, sold, abandoned or made any other disposition of any of its properties or assets or made any acquisition of all or any part of the properties, capital stock or business of any other Personperson; (hi) paid, directly or indirectly, any of its material liabilities Liabilities before the same became due in accordance with its terms or otherwise than in the ordinary course of business; (ij) terminated or failed to renew, or received any written threat (that was not subsequently withdrawn) to terminate or fail to renew, any contract or other agreement Contract that is or was material to the financial condition business of the CompanyCompany and its Subsidiaries; (jk) except as set forth on Schedule 3.14.5, amended its Certificate SATZUNG (articles of Incorporation association), or By-laws comparable instruments, or merged with or into or consolidated with any other person, subdivided or in any way reclassified any shares of its capital stock or changed or agreed to change in any manner the rights of its outstanding capital stock or the character of its businessbusinesses; or (kl) except as set forth on Schedule 3.14.6, engaged in any other material transaction other than in the ordinary course of business.

Operations of the Company. Except as set forth on Section 5.23 any Schedule and for the Contemplated Transactions, since the Audited Balance Sheet Date, the Company and each of the Disclosure LetterSubsidiaries has only engaged in business conducted in the ordinary course, since October 31, 1998, and neither the Company nor any of its the Subsidiaries has: (a) declared or paid any dividend dividends or declared or made any other distributions of any kind to its stockholders (other than dividends by a Subsidiary to the Company)shareholders, or made any direct or indirect redemption, retirement, purchase or other acquisition of any shares of its capital stock; (b) except for short-term bank borrowings in the ordinary course of business, the Seller Capital Loans and borrowings pursuant to the TD Credit Facility, incurred any Indebtedness indebtedness for borrowed money; (c) reduced its cash or short-term investments or their equivalent, other than to meet cash needs arising in the ordinary course of business, consistent with past practices; (d) waived any material right under any contract or other agreement Contract of the type required to be set forth on any section to the Disclosure LetterSchedule; (de) made any change in its accounting methods or practices or made any change in depreciation or amortization policies or rates adopted by it; (e) materially changed any of its business policies, including advertising, investment, marketing, pricing, purchasing, production, personnel, sales, returns, budget or product acquisition policies; (f) made any loan or advance to any of its stockholdersshareholders, officers, directors, employees, consultants, agents or other representatives (other than travel advances made in the ordinary course of business), or made any other loan or advance otherwise than in the ordinary course of business; (g) except for with respect to inventory or equipment in the ordinary course of business, sold, abandoned or made any other disposition of any of its properties or assets or assets; (h) except with respect to acquisitions of communications towers made after the date of this Agreement with the prior written consent of the Buyer, made any acquisition of all or any part of the properties, assets, capital stock or business of any other Personperson; (hi) paid, directly or indirectly, any of its material liabilities Liabilities before the same became due in accordance with its terms or terms, otherwise than in the ordinary course of business; (ij) terminated or failed to renew, or received any written threat (that was not subsequently withdrawn) to terminate or fail to renew, any contract or other agreement Contract that is or was material to the financial condition Condition of the CompanyCompanies; (jk) amended its Certificate of Incorporation or By-laws Laws (or comparable instruments) or merged with or into or consolidated with any other person, subdivided or in any way reclassified any shares of its capital stock or changed or agreed to change in any manner the rights of its outstanding capital stock; (l) established or increased the benefits under, or promised to establish, modify or increase the benefits under, any bonus, insurance, severance, deferred compensation, pension, retirement, profit sharing, stock option (including, without limitation, the granting of stock options, stock appreciation rights, performance awards, or restricted stock awards), stock purchase or other employee benefit plan or employment, consulting or severance agreement, or otherwise increased the compensation payable or to become payable to any directors, officers or Employees of the Company or the character of its businessSubsidiaries, except in the ordinary course, or established, adopted or entered into any collective bargaining agreement; or (km) engaged in any other material transaction other than in the ordinary course of business.