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 Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, no Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (ii) to another Loan Party (subject to the restrictions on such disposition otherwise imposed hereunder).

Appears in 2 contracts

Samples: Credit Agreement (Amscan Holdings Inc), Term Loan Credit Agreement (Amscan Holdings Inc)

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Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 6.8, the Company shall not, and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, no Loan Party shall, nor shall it not permit any of its Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to the Company or another Loan Party Subsidiary of the Company (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 (Day International Group Inc), Credit and Guaranty Agreement (Day International Group Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under 6.9, the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, no Loan Party shallBorrower shall not, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to another Loan Party (subject Subsidiary of Borrower, or to the restrictions on such disposition otherwise imposed hereunder)qualify directors if required by applicable law.

Appears in 2 contracts

Samples: Credit Agreement (Waitr Holdings Inc.), Credit Agreement (Waitr Holdings Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement6.9, no Loan 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 Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, in each case, (i) except to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law; and (ii), except for pledges of such Capital Stock to Collateral Agent.

Appears in 1 contract

Samples: Credit Agreement (Lehman Brothers Holdings Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under 6.7, the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, no Loan Party shallCompany shall not, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to the Company or another Loan Party Wholly Owned Subsidiary of the Company (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 Agreement (Emc Corp)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock Equity of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under 6.5, the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, no Loan Party shallBorrower shall not, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock Equity of any of its Subsidiaries, except (i) to qualify directors if required by applicable lawApplicable Law; or (iib) permit any of its Subsidiaries directly or indirectly to another Loan Party sell, assign, pledge or otherwise encumber or dispose of any Equity of any of its Subsidiaries, except to the Borrower (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 Agreement (Nevsun Resources LTD)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement6.9, no Loan Party neither Intermediate Holdings, nor any Company shall, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to another Loan Party sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to Intermediate Holdings or a Company (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 (Newtek Business Services Corp.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement6.9, no Loan 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 Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to the Collateral Agent or to another Loan 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 (Entravision Communications Corp)

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Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement6.9, no Loan 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 Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except, in each case, to another Loan 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 (Kraton Polymers LLC)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under 12(b)(viii), the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, no Loan Party shallCompany shall not, nor shall it permit any of its Subsidiaries to, (A) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iiB) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to the Company or another Loan Party Guarantor Subsidiary (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 1 contract

Samples: WorldSpace, Inc

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement6.9, no Loan Party shall, nor shall it permit any of its Borrower’s Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries, except to another Loan 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: Financing Agreement (TherapeuticsMD, Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock Equity Interests of any of its their Subsidiaries in compliance with the provisions of Section 6.09 6.7, Molycorp shall not, and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Liens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, no Loan Party shall, nor shall it not permit any of its Subsidiaries to, (a) directly or indirectly sell, assign, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its their Subsidiaries, except (i) to qualify directors if required by applicable law; or (iib) permit any of their Subsidiaries directly or indirectly to sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of their Subsidiaries, except to another Loan 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 Agreement (Molycorp, Inc.)

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