Common use of Intercompany Dispositions Clause in Contracts

Intercompany Dispositions. The U.S. Borrower and its U.S. Subsidiaries will not, directly or indirectly, make any Investments (including intercompany loans or capital contributions) in or to the Canadian Borrower or any of the Canadian Borrower’s Subsidiaries, or sell, transfer, lease, contribute or otherwise convey (including by way of merger), or grant options, warrants or other rights (all collectively referred to as a “Disposition”) with respect to all or any part of their assets to the Canadian Borrower or any of the Canadian Borrower’s Subsidiaries other than in the ordinary course of business consistent with past practices. The Canadian Borrower and its Subsidiaries will not, directly or indirectly, make any Investments (including intercompany loans or capital contributions) in or to (or pay dividends or make distributions to) the U.S. Borrower or any of the U.S. Borrower’s U.S. Subsidiaries, or make any Disposition with respect to all or any part of their assets to the U.S. Borrower or any of the U.S. Borrower’s U.S. Subsidiaries, other than in the ordinary course of business consistent with past practices.

Appears in 4 contracts

Samples: Forbearance Agreement (Leiner Health Products Inc), Forbearance Agreement (Leiner Health Products Inc), Second Forbearance Agreement (Leiner Health Products Inc)

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Intercompany Dispositions. The U.S. Borrower and its U.S. Subsidiaries will not, directly or indirectly, make any Investments (including intercompany loans or capital contributions) in or to the Canadian Borrower or any of the Canadian Borrower’s 's Subsidiaries, or sell, transfer, lease, contribute or otherwise convey (including by way of merger), or grant options, warrants or other rights (all collectively referred to as a "Disposition") with respect to all or any part of their assets to the Canadian Borrower or any of the Canadian Borrower’s 's Subsidiaries other than in the ordinary course of business consistent with past practices. The Canadian Borrower and its Subsidiaries will not, directly or indirectly, make any Investments (including intercompany loans or capital contributions) in or to (or pay dividends or make distributions to) the U.S. Borrower or any of the U.S. Borrower’s 's U.S. Subsidiaries, or make any Disposition with respect to all or any part of their assets to the U.S. Borrower or any of the U.S. Borrower’s 's U.S. Subsidiaries, other than in the ordinary course of business consistent with past practices.

Appears in 1 contract

Samples: Forbearance Agreement (Leiner Health Products Inc)

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