Capital Structure, Merger, Acquisition or Sale of Assets. The Borrower will not enter into any merger or consolidation or amalgamation, windup or dissolve itself (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person, or sell, lease or otherwise dispose of any of its assets (except Inventory disposed of in the ordinary course of business prior to an Event of Default). Any consent of the Lender to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition.
Capital Structure, Merger, Acquisition or Sale of Assets. Except as set forth in Schedule 6.2.1 to the Disclosure Schedule, none of the Borrowers will alter or amend their capital structure, authorize any additional class of equity, issue any stock or equity of any class, enter into any merger or consolidation or amalgamation, change its State of organization, organize in any additional State, wind up or dissolve themselves (or suffer any liquidation or dissolution) or, other than Permitted Acquisitions, acquire all or substantially all the assets of any Person, or sell, lease or otherwise dispose of any of its assets (except Inventory disposed of in the ordinary course of business prior to an Event of Default that is continuing and except as provided in Section 6.2.17 (Disposition of Collateral)). Any consent of the Lender to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition.
Capital Structure, Merger, Acquisition or Sale of Assets. The Borrower will not alter or amend its capital structure, authorize any additional class of equity, issue any stock or equity of any class, enter into any merger or consolidation or amalgamation, windup or dissolve itself (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person, or sell, lease or otherwise dispose of any of its assets (except Inventory disposed of in the ordinary course of business prior to an Event of Default). Any consent of the Lender to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition. 6.2.2
Capital Structure, Merger, Acquisition or Sale of Assets. None of the Borrowers will alter or amend its capital structure, authorize any additional class of equity, issue any stock or equity of any class, enter into any merger or consolidation or amalgamation, windup or dissolve itself (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person, or sell, lease or otherwise dispose of any of its assets (except Inventory disposed of in the ordinary course of business prior to an Event of Default), provided, that, not withstanding the foregoing, Argan may grant stock options pursuant to a stock option plan approved by its Board of Directors. Any consent of the Lender to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition. Notwithstanding anything set forth in this Section to the contrary, the Lender agrees that it will not unreasonably withhold its consent to one or more of the Borrowers creating one or more wholly owned operating Subsidiaries (collectively, the “Operating Subsidiary”) and transferring substantially all of its assets to the Operating Subsidiary, provided, that at the time of such transfer and after giving effect thereto, each of the following conditions is met: (a) no Default or Event of Default has occurred and is continuing or would occur as a result of such event; (b) the Lender shall have received and reviewed the pro forma projections of the Borrowers (in form and detail satisfactory to the Lender in its reasonable discretion) taking into effect the Operating Subsidiary, which pro forma projections demonstrate the Borrowers’ continued compliance with all of the material terms of this Agreement throughout the term hereof; (c) the Lender shall have received a written summary of the revised capital structure of the Borrowers and the Operating Subsidiary; (d) Argan shall own one hundred percent (100%) of the outstanding stock of the Operating Subsidiary; (e) the Lender shall have received copies of all organizational documents for the Operating Subsidiary, including without limitation an incumbency certificate and resolution; (f) the Borrowers shall at the Borrowers’ expense cause the Operating Subsidiary to be added as a co-obligor on this Agreement and the Financing Documents pursuant to an Additional Borrower Joinder Supplement and deliver such additional Financing Documents, instruments, and opinions as the Lender may reasonably require to cause all of the assets of the Operating Subsidiary to be subject ...
Capital Structure, Merger, Acquisition or Sale of Assets. Except with respect to an Authorized Acquisition, the Borrower will not, without the prior written consent of the Lender, alter or amend its capital structure, authorize any additional class of equity, enter into any merger or consolidation or amalgamation, windup or dissolve itself (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person, or sell, lease or otherwise dispose of any of its assets if the value of such transaction exceeds $1,000,000. Any consent of the Lender to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition. As used herein, an “Authorized Acquisition” means any acquisition by the Borrower which complies with the acquisition criteria set forth on EXHIBIT G hereto.
Capital Structure, Merger, Acquisition or Sale of Assets. The Borrower will not alter or amend its capital structure, authorize any additional class of equity, issue any stock or equity of any class, enter into any merger or consolidation or amalgamation, windup or dissolve itself (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person, or sell, lease or otherwise dispose of any of its assets. Any consent of the Agent to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition.
Capital Structure, Merger, Acquisition or Sale of Assets. Borrower will not (i) enter into any merger or consolidation or amalgamation, windup or dissolve itself (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person (other than in connection with a Permitted Acquisition), or (ii) sell, lease or otherwise dispose of any of its assets (except Inventory disposed of in the ordinary course of business) having an aggregate value in excess of One Million Dollars ($1,000,000). Any consent of Lender to the disposition of any assets, other than as permitted by this Section 6.2.1, may be conditioned on a specified use of the proceeds of disposition. Notwithstanding the foregoing, so long as an Event of Default has not occurred and is continuing, (i) Borrower may merge with any other Person (including, without limitation, any of its Subsidiaries) so long as after giving effect to such merger, Borrower is the surviving entity and (ii) any Subsidiary of Borrower may merge or consolidate with or into, or convey, transfer, lease or otherwise dispose of all or substantially all of its property and assets to, any Guarantor.
Capital Structure, Merger, Acquisition or Sale of Assets. None of the Borrowers will alter or amend their capital structure, authorize any additional class of equity, issue any stock or equity of any class, enter into any merger or consolidation or amalgamation, windup or dissolve themselves (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person (other than in connection with a Permitted Acquisition), or sell, lease or otherwise dispose of any of its assets (except Inventory disposed of in the ordinary course of business prior to an Event of Default). Any consent of the Agent to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition.
Capital Structure, Merger, Acquisition or Sale of Assets. Except for the anticipated sale of all of the equity interests of the Borrower in Weston Internacional De Mexico S.A. de C.V. and as permitted by Section 6.2.6 (Stock of Subsidiaries), the Borrower will not enter into any merger or consolidation or amalgamation, windup or dissolve itself (or suffer any liquidation or dissolution) or acquire all or substantially all the assets of any Person, or sell, lease or otherwise dispose of any of its assets (except Inventory disposed of in the ordinary course of business prior to an Event of Default). Any consent of the Lender to the disposition of any assets may be conditioned on a specified use of the proceeds of disposition.
Capital Structure, Merger, Acquisition or Sale of Assets. (a) None of the Borrower, Fostxx Xxxxx xxx Fantasma will enter into any merger or consolidation or amalgamation (other than with another Obligor or Subsidiary), or windup or dissolve themselves (or suffer any liquidation or dissolution) or enter into an Asset Disposition (except for Permitted Asset Dispositions) or acquire all or substantially all the assets of any Person (except for Permitted Acquisitions). Any consent of the Agent to an Asset Disposition (other than a Permitted Asset Disposition) may be conditioned on a specified use of the proceeds of disposition.
