Common use of Change of Control of the Owner Clause in Contracts

Change of Control of the Owner. Except as otherwise permitted under ------------------------------ the documents relating to the financing of the build-out of the Nationwide Network, the Owner will not consolidate with or merge into any other business entity or convey, transfer or lease all or substantially all of its assets to any Person, nor will any Person or group (as such term is defined in the Exchange Act) own or acquire fifty percent (50%) of the value of the Owner's limited partnership interests or general partnership interests where such Person or group did not own as of the Effective Date in excess of ten percent (10%) of either of such partnership interests (any such Person or group will be referred to as the "Owner's Succeeding Entity"), unless: (a) the Owner's Succeeding Entity will agree to assume the obligations of the Owner under this Contract; and (b) the Vendor will have approved the transaction, based solely on (i) the creditworthiness of the Owner's Succeeding Entity and (ii) whether the Owner's Succeeding Entity is a competitor of the Vendor.

Appears in 2 contracts

Samples: Procurement and Services Contract (Sprint Spectrum Finance Corp), Procurement and Services Contract (Sprint Spectrum Finance Corp)

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Change of Control of the Owner. Except as otherwise permitted under ------------------------------ the documents relating to the financing of the build-out of the Nationwide Networksubsection 11.1, the Owner will not consolidate with or merge into any other business entity or convey, transfer or lease all or substantially all of its assets to any Person, nor will the Owner permit any Person or group (as such term is defined in the Exchange Act) own or acquire fifty percent (50%) of the value of the Owner's limited partnership voting equity interests or general partnership interests where such Person or group did not own as of the Effective Date in excess of ten percent (10%) of either of such partnership interests (any such Person or group will be referred to as the "Owner's Succeeding Entity"), unless: (ai) the Owner's Succeeding Entity will agree to assume the obligations of the Owner under this ContractAgreement; and (bii) the Vendor will have approved the transaction, based solely on (ix) the creditworthiness of the Owner's Succeeding Entity and Entity, (iiy) whether the Owner's Succeeding Entity is a direct competitor of the Vendor and (z) whether in the Vendor's reasonable judgement the Owner's Succeeding Entity will be able to fulfill the obligations of the Owner under this Agreement.

Appears in 2 contracts

Samples: Purchase and Supply Agreement (Sprint Spectrum L P), Purchase and Supply Agreement (Sprint Spectrum L P)

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Change of Control of the Owner. Except as otherwise permitted ------------------------------ under ------------------------------ the documents relating to the financing of the build-out of the Nationwide Networksubsection 11.1, the Owner will not consolidate with or merge into any other business entity or convey, transfer or lease all or substantially all of its assets to any Person, nor will the Owner permit any Person or group (as such term is defined in the Exchange Act) to own or acquire fifty percent (50%) of the value of the Owner's limited partnership interests or general partnership interests where such Person or group did not own as of the Effective Date in excess of ten percent (10%) of either of such partnership interests (any such Person or group will be referred to as the "Owner's Succeeding Entity"), unless: (a) the Owner's Succeeding Entity will agree to assume the obligations of the Owner under this ContractAgreement; and (b) the Vendor will have approved the transaction, based solely on (i) the creditworthiness of the Owner's Succeeding Entity and (ii) whether the Owner's Succeeding Entity is a direct competitor of the VendorVendor or any affiliate of the Vendor in the business of selling wireless telephones.

Appears in 1 contract

Samples: Purchase and Supply Agreement (Sprint Spectrum Finance Corp)

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