Acquisition of Subsidiaries Sample Clauses

Acquisition of Subsidiaries. In the event DRI divests itself of any Subsidiary, the programs described herein will not be assignable or transferable to the party acquiring the Subsidiary and may not be disclosed to the acquiring parry.

Acquisition of Subsidiaries. In the event that Lxxxx acquires any wholly- or partially-owned subsidiary at any time prior to the full payment of the Note, upon Victory’s request, at the time of such acquisition Lxxxx shall cause each such subsidiary to guaranty the payment of the Note (and related expenses) by entering into a Subsidiary Guaranty. In each case, such guaranty shall be provided pursuant to documentation in such form as Victory may reasonably require.

Acquisition of Subsidiaries. In the event Borrower, or any of its Subsidiaries creates or acquires any Subsidiary, Borrower shall provide prior written notice to Collateral Agent and each Lender of the creation or acquisition of such new Subsidiary and take all such action as may be reasonably required by Collateral Agent or any Lender to cause each such Subsidiary to become a co-Borrower hereunder or to guarantee the Obligations of Borrower under the Loan Documents and, in each case, grant a continuing pledge and security interest in and to the assets of such Subsidiary (substantially as described on Exhibit A hereto); and Borrower (or its Subsidiary, as applicable) shall grant and pledge to Collateral Agent, for the ratable benefit of the Lenders, a perfected security interest in the Shares of such Subsidiary owned by Borrower. Notwithstanding anything to the contrary contained herein, INBRX 103, LLC, a Delaware limited liability company and a Subsidiary of Borrower, shall not be subject to the requirements of this Section 6.11.

Acquisition of Subsidiaries. No Credit Party shall, nor shall it permit any Subsidiary of such Credit Party to, create, capitalize or acquire any Subsidiary or any partnership or joint venture after the Closing Date.

Acquisition of Subsidiaries. In connection with the acquisition --------------------------- of all of the issued and outstanding capital stock of Apollo Sports Technologies, Ltd., formerly TI Apollo, Ltd. ("Apollo"), a UK Company, Xxxxxxxx 531, Ltd., formerly TI Xxxxxxxx, Ltd., ("Xxxxxxxx"), a UK Company, and Apollo Golf, Inc., a New Jersey corporation ("Apollo US") and certain real property from TI Group plc, a UK Company, and in connection with the acquisition of Cape Composites, Incorporated ("Cape") through Sierra Materials, LLC ("Sierra Materials") in which the Company owns an 80% interest, the formation of ICE*USA, LLC and the acquisition of assets from Expedition Trading Company, LLC and the acquisition of 5,000,000 shares of the issued and outstanding capital stock of Pentiumatics, Sdn Bhd, a Malaysian company, the Company, through its officers, directors, employees, legal counsel, accountants and other agents, have conducted a thorough and complete independent investigation of the books, records (including, without limiting the generality thereof, the tax records), financial data, liabilities, obligations, assets, properties, agreements and all other instruments and documents in the possession of each such Subsidiary or the sellers ("Sellers") of each such corporation and pertaining to each such Subsidiary and as a result of such investigation on or prior to the closing date when the acquisition of each such corporation was consummated, and based on the current operations and conditions of each such Subsidiary under the Company's control and supervision, the Company does not know of any fact, condition or circumstance existing as of the date hereof and will not know or be aware of any fact, condition or circumstance as of the closing date, or the Option Closing Date, which could result in a breach of any of the representations, warranties or covenants contained in the agreements governing the purchase of the capital stock or assets and properties of such Subsidiaries made by the Sellers of such Subsidiaries to the Company which shall have survived the Closing Date or which would result in a claim for indemnification against such Sellers under the terms of any such agreements or which would materially adversely affect the Company, its assets or financial condition which are not otherwise disclosed in the Registration Statement.

Acquisition of Subsidiaries. In the event Borrower or any Guarantor creates or acquires any direct Subsidiary (including, without limitation, pursuant to a Division), Borrower shall within ten (10) Business Days after such creation or acquisition, provide prior written notice to Collateral Agent of the creation or acquisition of such new Subsidiary and , except in the case of a new Subsidiary that is a FSHCO, CFC or First Tier Foreign Subsidiary, take all such action as may be reasonably required by Collateral Agent to cause each such Subsidiary to become a co‑Borrower hereunder or to guarantee the Obligations of Borrower under the Loan Documents and, in each case, grant a continuing pledge and security interest in and to the assets of such Subsidiary (substantially as described on Exhibit A hereto); and Borrower (or such Guarantor, as applicable) shall grant and pledge to Collateral Agent, for the ratable benefit of the Lenders, a perfected security interest in the stock, units or other evidence of ownership of each such newly created Subsidiary, provided, however, that, (a) solely in the circumstance in which Borrower or any Subsidiary creates or acquires an FSHCO, CFC or First Tier Foreign Subsidiary in an Acquisition permitted by Section 7.3 hereof, (i) such FSHCO, CFC or First Tier Foreign Subsidiary shall not be required to guarantee the Obligations of Borrower under the Loan Documents and grant a continuing pledge and security interest in and to the assets of such FSHCO, CFC or First Tier Foreign Subsidiary, and (ii) Borrower shall not be required to grant and pledge to Collateral Agent, for the ratable benefit of Lenders, a perfected security interest in more than sixty‑five percent (65.00%) of the issued and outstanding equity interests entitled to vote (within the meaning of Treasury Regulation Section 1.956-2(c)(2)) and one hundred percent (100.00%) of the issued and outstanding equity interests not entitled to vote (within the meaning of Treasury Regulation Section 1.956-2(c)(2)) (the “Shares”) in such new FSHCO, CFC or First Tier Foreign Subsidiary, if (A) Borrower demonstrates to the reasonable satisfaction of Collateral Agent that such FSHCO, CFC or First Tier Foreign Subsidiary providing such guarantee or pledge and security interest or Borrower providing a perfected security interest in more than sixty‑five percent (65.00%) of the Shares would create a present and existing adverse tax consequence to Borrower under the U.S. Internal Revenue Code; (B) no Intellectual Pr...

Acquisition of Subsidiaries. The Company acquired on June 12, 1986, from an investor in its Parent, two insurance companies (Equitable Casualty Insurance Company, now known as Financial Security Assurance of Iowa, Inc., and its subsidiary Equitable General Insurance Company of Oklahoma, now known as Financial Security Assurance of Oklahoma, Inc.) whose only assets, besides certain investment securities, were licenses to do business in states where the Company was not previously licensed. The purchase price was $69.5 million in cash. As of the date of acquisition, the balance sheet of the acquired companies reflected bonds and short-term investments of approximately $65.6 million and no liabilities. The acquisition was accounted for by the purchase method, and the amount (approximately $3.9 million) by which the purchase price exceeded the net tangible assets was assigned to licenses (shown on the balance sheet as goodwill) and is being amortized over 40 years. The statements of income and changes in financial position for 1986 include the operations of the subsidiaries from June 12, 1986.

Acquisition of Subsidiaries. Section 6.1 of the original Agreement is hereby amended in its entirety to read as follows:

Acquisition of Subsidiaries. In the event that a Borrower intends to form or acquire any subsidiary at any time prior to the full payment of the Obligations, that Borrower shall promptly notify the Lender in writing of such pending formation or acquisition. Upon the Lender’s request, at the time of such formation or acquisition the Borrower shall (i) cause such subsidiary to execute a joinder agreement, pursuant to which it becomes a co-borrower under this Agreement and the Note, and an appropriate form of a Security Agreement and (ii) provide, or cause such subsidiary to provide, the Lender with such other agreements and documents as the Lender may reasonably request in connection therewith. In each case, the documentation to be provided pursuant to this paragraph shall be in a form reasonably acceptable to the Lender.

Acquisition of Subsidiaries. In the event that the Company acquires any wholly- or partially-owned subsidiary at any time prior to the full payment of the Notes, at the time of such acquisition the Company shall (i) cause each such subsidiary to guaranty the payment of the Notes (and related expenses) and secure such guaranty with a first-priority security interest in all of its assets and (ii) provide the Lender with a first-priority security interest in all of its equity interests in each subsidiary. In each case, such guaranty and security interests shall be in a form reasonably acceptable to the Lender.