Common use of Disposal of Subsidiary Interests Clause in Contracts

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.8, no Credit Party shall, nor shall it permit any of its Subsidiaries to directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.

Appears in 15 contracts

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

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Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.8, no Credit Party shall, nor shall it permit any of its Subsidiaries to to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Lawapplicable law.

Appears in 9 contracts

Samples: Credit and Guaranty Agreement (Tronox LTD), Credit and Guaranty Agreement (Tronox LTD), Loan Agreement (Ener1 Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.86.9, no Credit Party shall, nor shall it permit any of its Subsidiaries to to, directly or indirectly indirectly, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors Directors if required by Applicable Lawapplicable law.

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Veritone, Inc.), Credit and Guaranty Agreement (Lifecore Biomedical, Inc. \De\), Credit and Guaranty Agreement (Landec Corp \Ca\)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.88.9 and except for Liens securing the Obligations, no Credit Party shall, nor shall it permit any of its Subsidiaries to directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.to:

Appears in 3 contracts

Samples: Credit Agreement (Heritage Insurance Holdings, Inc.), Credit Agreement (Heritage Insurance Holdings, Inc.), Credit Agreement (Heritage Insurance Holdings, Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.8, no (a) No Credit Party shall, nor shall it permit any of its Subsidiaries to to, directly or indirectly sell, assign, pledge sell or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except (i) to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder)hereunder and excluding the Capital Stock of Borrower) and (ii) in the case of the Capital Stock of a Subsidiary owned by a Subsidiary that is not a Credit Party, or to qualify directors if required by Applicable Lawanother Subsidiary that is not a Credit Party.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Kv Pharmaceutical Co /De/), Credit and Guaranty Agreement (Kv Pharmaceutical Co /De/)

Disposal of Subsidiary Interests. Except for any sale of all direct or indirect sale, assignment, pledge or other encumbrance or disposition of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section Sections 6.2, 6.6 and 6.8, no Credit Party shall, nor shall it permit any of its Subsidiaries to directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.8, no Credit Party shall, nor shall it permit any of its Subsidiaries to to, directly or indirectly indirectly, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or a) to qualify directors if required by Applicable Lawapplicable law, (b) for Permitted Priority Liens, (c) in connection with any Investments permitted by Section 6.6.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (fuboTV Inc. /FL), Credit and Guaranty Agreement (FaceBank Group, Inc.)

Disposal of Subsidiary Interests. Except for in connection with any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.86.8 or any Permitted Lien, no Credit Party shall, nor shall it permit any of its Subsidiaries to to, directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (i) subject to the restrictions on such disposition otherwise imposed hereunder)Section 6.6, to Borrower or any Subsidiary of Borrower or (ii) to qualify directors if required by Applicable Lawapplicable law.

Appears in 1 contract

Samples: Operations and Maintenance Agreement (Atlantic Power Corp)

Disposal of Subsidiary Interests. Except for any sale of all of its interests interest in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.86.7, no Credit Party shall, nor shall it they permit any of its their respective Subsidiaries to to, directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its their respective Subsidiaries (other than Unrestricted Subsidiaries), except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Lawapplicable law.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Nuvox Inc /De/)

Disposal of Subsidiary Interests. Except for any sale of all 100% of its interests in the Equity Interests equity Securities of any of its Subsidiaries in compliance with the provisions of Section 6.86.9, no Credit Party shall, nor shall it permit any of its Subsidiaries to directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests equity Securities of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.applicable law; or permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any equity Securities of any of its Subsidiaries (including such Subsidiary), except to another Credit

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Allegiance Telecom Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with Liens granted to Collateral Agent pursuant to the provisions of Credit Documents or as otherwise permitted pursuant to Section 6.86.9, no Credit Party shall, nor shall it permit any of its Subsidiaries to to, directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Lawapplicable law.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Eos Energy Enterprises, Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Restricted Subsidiaries in compliance with the provisions of Section 6.88.10 and except for Liens securing the Obligations, no Credit Party shall, nor shall it permit any of its Restricted Subsidiaries to to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Restricted Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.Laws; or

Appears in 1 contract

Samples: Credit Agreement (Sun Communities Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.8, no Credit Party shall, nor shall it permit any of its Subsidiaries to (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.applicable

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Nextlink Communications Inc /De/)

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Disposal of Subsidiary Interests. Except for any sale of all direct or indirect sale, assignment, pledge or other encumbrance or disposition of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section Sections 6.2, 6.6 and 6.8, no Credit Party shall, nor shall it permit any of its Subsidiaries to directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.. 6.10

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

Disposal of Subsidiary Interests. Except for in connection with any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.86.8 or any Permitted Lien, no Borrower Credit Party shall, nor shall it permit any of its Subsidiaries to to, directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (i) subject to the restrictions on such disposition otherwise imposed hereunder)Section 6.6, to Borrower or any Subsidiary of Borrower or (ii) to qualify directors if required by Applicable Lawapplicable law.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Atlantic Power Corp)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.86.9, no Credit Party shall, nor shall it permit any of its Subsidiaries to to, directly or indirectly indirectly, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors Directors if required by Applicable Lawapplicable law. 6.11.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Lifecore Biomedical, Inc. \De\)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.8, no No Credit Party shall, nor shall it permit any of its Subsidiaries to to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Lawapplicable law.

Appears in 1 contract

Samples: Possession Financing Agreement (Granite Broadcasting Corp)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.88.8 and except for Liens securing the Obligations, no Credit Party shall, nor shall it permit any of its Subsidiaries to directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party or any other Wholly-Owned Subsidiary of Holdings (subject to the restrictions on such disposition investments and dispositions otherwise imposed hereunder), or to qualify directors if required by Applicable LawLaws.

Appears in 1 contract

Samples: Credit Agreement (Neogenomics Inc)

Disposal of Subsidiary Interests. Except for any sale of all alldirect or indirect sale, assignment, pledge or other encumbrance or disposition of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section SectionSections 6.2, 6.6 and 6.8, no Credit Party shall, nor shall it permit any of its Subsidiaries to directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by Applicable Law.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.8, no No Credit Party shall, nor shall it permit any of its Subsidiaries to to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Credit Party qualify directors if required by applicable law; or (subject b) directly or indirectly to the restrictions on such disposition sell, assign, pledge or otherwise imposed hereunder)encumber or dispose of any Capital Stock of any of its Subsidiaries, or except to qualify directors if required by Applicable Lawapplicable law.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Syntax-Brillian Corp)

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