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3.7 Absence of Certain Chances. Between December 31, 1998 and the date of this <br />Agreement, except as disclosed in Schedule 3.7 and except for matters occurring after the date <br />hereof that are permitted by the provisions of this Agreement or consented to by Buyer, no Falcon <br />Company has: <br />(a) made any sale, assignment, lease or other transfer of assets other than in the <br />ordinary course of business; <br />(b) issued any note, bond or other debt security or created, incurred, assumed or <br />guaranteed any Indebtedness; <br />(c) made or promised any material increase in the salary or other compensation <br />payable or to become payable to any executive officer or other employee of any Falcon Company <br />other than in the ordinary course of business or as contemplated under any employment or bonus <br />arrangement currently in effect; <br />(d) entered into any transaction, other than transactions entered into in the <br />ordinary course of business, which would be required to be presented in the audited financial <br />statements of the Falcon Companies and the notes thereto prepared in conformity with GAAP, <br />applied in a manner consistent with the past practices of the Falcon Companies relating to the <br />preparation of audited financial statements of the Falcon Companies; <br />(e) amended or terminated any Material Contract, or any material License, <br />agreement or understanding to which any Falcon Company is a party, except in the ordinary course <br />of business; <br />(f) waived or released any material right or claim relating to any Falcon <br />Company or the Systems except in the ordinary course of business; p vr�, however that all <br />material rights or claims related to any Falcon Company or the Systems waived or released between <br />December 31, 1998 and the date of this Agreement are or forth on Schedule 3.7; or <br />(g) entered into an agreement to do any of the things described in the precedina <br />clauses (a) through (f). <br />3.8 Franchises, Licenses, Material Contracts. Schedule 3.8 contains a list of the <br />Franchises (including the Franchising Authority which granted each Franchise and the stated <br />expiration date of each Franchise), the System to which the Franchise applies, FCC Licenses and <br />Material Contracts in effect on the date hereof, each pending application for a Franchise and a list <br />ofany System or portion thereof owned or operated by the Falcon Company which does not require <br />a Franchise authorizing the installation, construction, development, ownership or operation of the <br />same in such Franchise Area; which list is true, correct and complete. Except as set forth on <br />Schedule 3.8. the Falcon Companies possess all Franchises and FCC Licenses necessary to operate <br />their business as currently conducted. Without material exception, except as set forth on $ hedul <br />U the Falcon Companies possess all other Licenses necessary to operate their business as currently <br />nrelmrtlraNEctmon 26 <br />