definiens: or ( as those terms are defined under the WARN Act ) of employees of the Companies;(H ) incur any Indebtedness for borrowed money or make any capital investment in, or loans or advances to any Person, or make anyguaranty for the benefit of any Person;(I ) incur or modify in any respect the terms of any Indebtedness for borrowed money, except for Indebtedness owed by a Company, on the one hand, to the other Company, on the other hand;(J ) other than with respect to the Pre - Closing Reorganization, merge or consolidate with or into any other Person or dissolve orliquidate any Company;(K ) ( 1 ) cancel or compromise any debt or claim or waive or release any material right of any Company, ( 2 ) accelerate or delaycollection of notes or accounts receivable in advance of or beyond their regular due dates or the dates when the same would have beencollected in the ordinary course of business or ( 3 ) delay or accelerate payment of any account payable in advance of its due date or the datesuch Liability would have been paid in the ordinary course of business;(L ) make any capital expenditures in excess of $ 50,000 individually, or $ 100,000 in the aggregate;(M ) amend, waive any material term of, terminate, enter into ( other than in the ordinary course of business ) or give notice of any suchaction with respect to any Material Contract or Real Property Lease;(N ) with respect to the Real Property Leases, fail to comply with the terms of the Real Property Leases, including failing to meet anyof the applicable Company ’s maintenance obligation under the governing agreement, or failing to maintain the Real Property in the conditionand repair required under the terms of the applicable Real Property Lease;(O ) amend, modify, supplement replace, cancel or terminate any Real Property Lease or enter into any real property lease, sublease, license, use and occupancy or similar agreement;(P ) purchase, or agree, to purchase any real estate or fee interest therein;(Q ) make a material change in its financial, cash management, Tax or accounting principles, methods, policies or practices;(R ) cancel, compromise or settle any material claim, or waive or release any material rights of any Company ; 37(S ) other than with respect to the Pre - Closing Reorganization, ( 1 ) make, revoke or change any election with respect to Taxes,(2 ) settle or compromise any Tax audit, claim, or assessment or any Liability for Taxes, ( 3 ) file any amendment to a Tax Return, ( 4 ) enterinto any closing agreement or obtain any Tax ruling or seek to change any Tax accounting period, ( 5 ) surrender any right to claim a refund ofTaxes, ( 6 ) consent to any extension or waiver with respect to any Tax claim, assessment, or Liability or ( 7 ) prepare or file any Tax Return ina manner inconsistent with past practice;(T ) grant to any Person any license, sublicense, covenant not to sue, immunity, authorization, consent, release, waiver or other rightwith respect to any Company Intellectual Property ( other than non - exclusive licenses granted to customers, suppliers and independentcontractors of any Company in the ordinary course of business ) or sell, assign, transfer or convey to any Person any rights to any CompanyIntellectual Property;(U ) amend or modify the Organizational Documents of any Company;(V ) take or fail to take any action that, individually or in the aggregate, would result in a Material Adverse Effect ; or(W ) agree, whether in writing or otherwise, to do any of the foregoing