PRACTICE, (II) EQUIPMENT AND PROPERTY NO LONGER USED IN THE OPERATION OF
HYPERFEED'S BUSINESS AND (III) ASSETS RELATED TO DISCONTINUED OPERATIONS OF
HYPERFEED OR ANY HYPERFEED SUBSIDIARY;
(G)
(I) INCUR ANY INDEBTEDNESS FOR BORROWED MONEY OR GUARANTEE ANY
SUCH INDEBTEDNESS, (II) ISSUE OR SELL ANY DEBT SECURITIES OR WARRANTS OR RIGHTS
TO ACQUIRE ANY DEBT SECURITIES OF HYPERFEED, (III) MAKE ANY LOANS, ADVANCES OR
CAPITAL CONTRIBUTIONS TO OR INVESTMENTS IN, ANY OTHER PERSON, OR (IV) GUARANTEE
ANY DEBT SECURITIES OR INDEBTEDNESS OF OTHERS, EXCEPT, IN EACH CASE, IN THE
ORDINARY COURSE OF BUSINESS CONSISTENT WITH PAST PRACTICE;
(H)
(I) ENTER INTO ANY AGREEMENT OR ARRANGEMENT THAT LIMITS OR
OTHERWISE RESTRICTS HYPERFEED OR ANY SUCCESSOR THERETO OR THAT WOULD, AFTER THE
CLOSING, LIMIT OR RESTRICT HYPERFEED, OR ANY OF ITS AFFILIATES, FROM ENGAGING OR
COMPETING IN ANY LINE OF BUSINESS OR IN ANY LOCATION, OR (II) ENTER INTO, AMEND,
MODIFY OR TERMINATE ANY MATERIAL CONTRACT, AGREEMENT OR ARRANGEMENT OF HYPERFEED
OR OTHERWISE WAIVE, RELEASE OR ASSIGN ANY MATERIAL RIGHTS, CLAIMS OR BENEFITS OF
HYPERFEED THEREUNDER; PROVIDED, HOWEVER, THAT THIS SECTION 7.1(H) SHALL NOT
PREVENT
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HYPERFEED FROM ENTERING INTO MATERIAL CONTRACTS WITH CUSTOMERS, SUPPLIERS OR
DISTRIBUTORS, SO LONG AS SUCH CONTRACTS ARE ENTERED INTO IN THE ORDINARY COURSE
AND CONSISTENT WITH HYPERFEED'S PRIOR PRACTICE;
(I)
(I) EXCEPT AS REQUIRED BY LAW OR A WRITTEN AGREEMENT EXISTING ON
OR PRIOR TO THE DATE HEREOF, OR AS CONSISTENT WITH PAST PRACTICE AND ROUTINE
RAISES ON ANNIVERSARY DATES, INCREASE THE AMOUNT OF COMPENSATION OF ANY DIRECTOR
OR EXECUTIVE OFFICER OR MAKE ANY INCREASE IN OR COMMITMENT TO INCREASE ANY
EMPLOYEE BENEFITS, (II) EXCEPT AS REQUIRED BY LAW, A WRITTEN AGREEMENT EXISTING
ON OR PRIOR TO THE DATE HEREOF, OR A HYPERFEED SEVERANCE POLICY EXISTING AS OF
THE DATE HEREOF, GRANT ANY SEVERANCE OR TERMINATION PAY TO ANY DIRECTOR, OFFICER
OR EMPLOYEE OF HYPERFEED, (III) ADOPT ANY ADDITIONAL EMPLOYEE BENEFIT PLAN OR,
EXCEPT IN THE ORDINARY COURSE OF BUSINESS CONSISTENT WITH PAST PRACTICE AND
CONTAINING ONLY NORMAL AND CUSTOMARY TERMS, MAKE ANY CONTRIBUTION TO ANY
EXISTING SUCH PLAN, (IV) EXCEPT AS MAY BE REQUIRED BY LAW OR A WRITTEN AGREEMENT
OR EMPLOYEE BENEFIT PLAN EXISTING ON OR PRIOR TO THE DATE HEREOF, OR AS
CONTEMPLATED BY THIS AGREEMENT, ENTER INTO, AMEND IN ANY RESPECT, OR ACCELERATE
THE VESTING UNDER ANY HYPERFEED EMPLOYEE PLAN, EMPLOYMENT AGREEMENT, OPTION,
LICENSE AGREEMENT OR RETIREMENT AGREEMENTS, OR (V) HIRE ANY EMPLOYEE WITH AN
ANNUAL BASE SALARY IN EXCESS OF $180,000;
(J)
CHANGE (I) HYPERFEED'S METHODS OF ACCOUNTING (OR TAX ACCOUNTING)
IN EFFECT AT DECEMBER 31, 2005 EXCEPT AS REQUIRED BY CHANGES IN GAAP, AS
CONCURRED WITH BY ITS INDEPENDENT PUBLIC ACCOUNTANTS, OR (II) HYPERFEED'S FISCAL
YEAR;
(K)
(I) SETTLE, PROPOSE TO SETTLE OR COMMENCE, ANY LITIGATION,
INVESTIGATION, ARBITRATION, PROCEEDING OR OTHER CLAIM THAT IS MATERIAL TO THE
BUSINESS OF HYPERFEED, OTHER THAN THE PAYMENT, DISCHARGE OR SATISFACTION, IN THE
ORDINARY COURSE OF BUSINESS CONSISTENT WITH PAST PRACTICE OF LIABILITIES (X)
RECOGNIZED OR DISCLOSED IN THE HYPERFEED FINANCIAL STATEMENTS (OR