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, no Loan Party shall, nor shall any Loan Party permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities), except to qualify directors if required by applicable law or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities), except to another Loan Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Disposal of Subsidiary Interests. Except for the Permitted Joint Venture Dispositions, Permitted Liens, the sale by Borrower of Equity Interests of Xxxxxxx to the extent permitted by Section 6.8, and any sale of all of its interests in the Capital Stock Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.096.8, no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)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.

Disposal of Subsidiary Interests. Except for (i) any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.096.9 and (ii) any pledge of the Capital Stock of Company or its Subsidiaries to secure the Obligations hereunder or the Obligations under the Senior Secured Notes or any Swap Agreement, no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)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.

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 6.096.9 and, on or prior to the Initial Note Date, except for the Permitted Liens securing the obligations under the Xxxxxxx NPA and the documents related thereto, no Loan Note Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors Directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to another Loan Note Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors Directors if required by applicable law.

Disposal of Subsidiary Interests. Except for (i) any sale of all of its interests in the Capital Stock Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.096.8 or (ii) pledges of equity interest permitted by Sections 6.2(a) and (b), no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding Subsidiaries, except, subject to receipt of the Excluded Entities)prior written consent of the Requisite Lenders, 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.

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.096.8 and Liens permitted under Section 6.2(a), no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except (but subject to approval by the Bankruptcy Court if required by the Bankruptcy Code) to qualify directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except (but subject to approval by the Bankruptcy Court if required by the Bankruptcy Code) to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.09Sections 6.7 and 6.8, no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding to, except for pledges of Equity Interests pursuant to the Excluded Entities) toSecurity Documents or as may be required by the ABL Agreement and addressed in the Intercreditor Agreement, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to another Loan a Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

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 6.096.9 and, on or prior to the Initial Note Date, except for the Permitted Liens securing the obligations under the Gxxxxxx NPA and the documents related thereto, no Loan Note Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors Directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to another Loan Note Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors Directors if required by applicable law.

Disposal of Subsidiary Interests. Except for (i) any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.096.9 and (ii) any pledge of the Capital Stock of Company or its Subsidiaries to secure the Obligations hereunder or the Obligations under the Senior Secured Notes or any Swap Agreement, no Loan Credit Party shall, nor shall any Loan Party it permit any of its Restricted Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Restricted Subsidiaries, except to qualify directors if required by applicable law law; or (b) permit any of its Restricted Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Restricted 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.

Disposal of Subsidiary Interests. Except for (i) Liens provided under any of the Credit Documents and (ii) any sale of all of its interests in the Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 6.096.9, no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors or allow for investments by foreign nationals, in either case, if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors or allow for investment by foreign nationals, in either case, if required by applicable law. Any Subsidiary that would constitute a “wholly-owned Subsidiary” except for any Capital Stock issued to directors or foreign nationals as permitted under this Section 6.10 shall be deemed a “wholly-owned Subsidiary” for purposes of this Agreement.

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 6.096.9 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.9(f) and except for Liens created under the First Lien Documents and subject to the Intercreditor Agreement, no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except (i) to qualify directors if required by applicable law law; or (bii) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities), 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.

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Capital Stock Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 6.09Sections 5.07 and 5.08, no Loan Notes Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding to, except for pledges of Equity Interests pursuant to the Excluded Entities) toSecurity Documents or as may be required by the ABL Credit Agreement and addressed in the ABL Intercreditor Agreement, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock Equity Interests of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to another Loan a Notes Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

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 6.096.9 and except with respect to Liens securing the Obligations hereunder or “Obligations” under and as defined in the Second Lien Credit Agreement, no Loan Credit Party shall, nor shall any Loan Party it permit any of its Subsidiaries (excluding the Excluded Entities) to, (a) directly or indirectly sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)Subsidiaries, except to qualify directors if required by applicable law law; or (b) permit any of its Subsidiaries (excluding the Excluded Entities) directly or indirectly to sell, assign, pledge, pledge or otherwise encumber or dispose of any Capital Stock of any of its Subsidiaries (excluding the Excluded Entities)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.