Acquisition or Formation of Subsidiaries. If any Consolidated Party that is not a Subsidiary of the Tower Notes Guarantor acquires any Subsidiary, or creates a Subsidiary for the purpose of making any acquisition and any proceeds of a Loan are to be used in connection with such acquisition of such Subsidiary or such assets, or if any Consolidated Party acquires any wireless communications towers the cash flow of which is included in calculating the Maximum Borrowing Amount, then in any such case, the Borrower and the Guarantors shall, and shall cause their Subsidiaries, as applicable, to (a) provide promptly to the Agent a duly executed joinder agreement, in substantially the form attached hereto as Exhibit D, pursuant to which such newly acquired or created Subsidiary, or the Consolidated Party that has acquired such wireless communications towers, agrees to become a party to this Agreement as a Guarantor; (b) pledge to the Agent all of the Equity Interests (or other instruments or securities evidencing ownership) of such newly acquired or created Subsidiary or such Consolidated Party as additional Collateral for the Obligations, and execute and deliver to the Agent all such documentation for such pledge (including, without limitation, a new Pledge Agreement or a supplement to any existing Pledge Agreement, in each case in form and substance satisfactory to the Agent, original stock certificates and duly executed stock powers and UCC financing statements) as, in the opinion of the Agent, is appropriate; and (c) provide all other documentation and one or more opinions of counsel satisfactory to the Agent that in the opinion of the Agent are appropriate with respect to such acquisition or the formation of such new Subsidiary. Any document, agreement or instrument executed or issued pursuant to this Section shall be a “Loan Document” for purposes of this Agreement.
Acquisition or Formation of Subsidiaries. Any subsidiaries acquired, formed, or to be acquired or formed in the future shall become parties to this tax sharing agreement when such subsidiaries become members of the consolidated group for federal income tax purposes.
Acquisition or Formation of Subsidiaries. The Borrower shall provide prior written notice to the Bank of any planned acquisitions or mergers or the establishment of any future Subsidiary.
Acquisition or Formation of Subsidiaries. The Borrower shall provide prior written notice to the Bank of any planned acquisitions or mergers or the formation of any additional Subsidiaries. All acquisitions in excess of (i) $5,000,000.00 in any single case or (ii) $10,000,000.00 in the aggregate in any fiscal year, shall require the prior written consent of the Bank which consent shall not be unreasonably withheld. Upon the acquisition or formation of any new wholly-owned Subsidiary, the Borrower shall cause such Subsidiary to execute and deliver to the Bank an absolute and unconditional guaranty agreement, in form and content satisfactory to the Bank, guaranteeing the Obligations.
Acquisition or Formation of Subsidiaries. Any subsidiaries acquired, formed, or to be acquired or formed in the future shall become parties to this tax sharing agreement when such subsidiaries become members of the consolidated group for federal income tax purposes. MILLERS MUTUAL FIRE INSURANCE COMPANY BY: /s/ F. GEORXX XXXXXX, XXI --------------------------------- MILLERS CASUALTY INSURANCE COMPANY BY: /s/ F. GEORXX XXXXXX, XXI --------------------------------- MILLERS LIFE INSURANCE COMPANY BY: /s/ F. GEORXX XXXXXX, XXI ---------------------------------
Acquisition or Formation of Subsidiaries. Except for the acquisition of the voting securities of Gas Transport, Inc. by Borrower as required pursuant to the provisions of Section 12(x) hereof, Borrower will not, nor allow any of its Subsidiaries to, acquire or form any Subsidiary unless Administrative Agent shall have consented to such in writing and Borrower and such Subsidiary have complied with Section 12(f) hereof.
Acquisition or Formation of Subsidiaries. Borrower will not, nor allow any of its Subsidiaries to, acquire or form any Subsidiary unless Administrative Agent shall have consented to such in writing and Borrower and such Subsidiary have complied with Section 12(f) hereof.
Acquisition or Formation of Subsidiaries. The Borrower shall provide prior written notice to the Bank of any planned acquisitions or mergers or the establishment of any future Subsidiary. The Bank acknowledges that the Borrower has advised the Bank of its intended acquisition of BLNB.
Acquisition or Formation of Subsidiaries. The Company shall not be a party to any consolidation or to any merger and shall not purchase the capital stock of or otherwise acquire any equity interest in any other business entity. The Company shall not acquire any material part of the assets of any other business entity. The Company shall not sell, transfer, convey or lease all or any material part of its assets, except in the ordinary course of business, or sell or assign with or without recourse any receivables. The Company shall not cause to be created or otherwise acquire any Subsidiaries.
Acquisition or Formation of Subsidiaries. In the event Borrower purchases, otherwise acquires or forms a Subsidiary (after obtaining any necessary consent required by this Agreement), Lender, in Lender's sole discretion, may require Borrower, as applicable, to pledge and grant to Lender Liens covering the outstanding stock of or other ownership interest in such Subsidiary pursuant to one or more Security Documents. Each Subsidiary shall thereafter be deemed a Guarantor for all purposes of this Agreement and each of the Loan Documents. Upon the request of Lender, each Subsidiary shall execute a Guaranty and such other Security Documents, covering any or all assets and properties of such Subsidiary, and amendments or modifications to this Agreement or other Loan Documents, as may be reasonably required by Lender.
