Merger; Consolidation; Business Acquisitions; Subsidiaries. Borrower will not (a) merge into or consolidate with any Person, or (b) acquire any material portion of the stock, ownership interests, assets or business of any Person, permit any Person to merge into it, or form any new Subsidiaries.
Merger; Consolidation; Business Acquisitions; Subsidiaries. Borrower will not merge into or consolidate with any Person, acquire any material portion of the stock, ownership interests, assets or business of any Person, or permit any Person to merge into it; provided, however, that Equus Total Return, Inc. shall be permitted to merge into or consolidate with Borrower, provided that Borrower is the surviving corporation.
Merger; Consolidation; Business Acquisitions; Subsidiaries. No Borrower will merge into or consolidate with any Person, acquire any material portion of the stock or assets or business of any Person, permit any Person to merge into it, or form any new Subsidiaries. Notwithstanding the foregoing, Borrowers may make acquisitions of stock and/or assets, provided the purchase price (including cash, the market value of stock or other assets and assumption of liabilities) of any such acquisition does not exceed Two Million Five Hundred Thousand Dollars ($2,500,000.00) and the aggregate purchase price (including cash, the market value of all stock and other assets and assumption of liabilities) for all such acquisitions does not exceed Ten Million Dollars ($10,000,000.00). Additionally, MRC may merge into Medifax, provided reasonable notice of such merger is given to Bank. At least once in each calendar year, Medifax shall deliver to Bank a list of its five (5) largest shareholders (by number of voting shares held). Medifax will also promptly notify Bank if Welsh, Carson, Andexxxx & Xtowx XX, L.P.'s interest in Medifax is reduced or terminated for any reason whatsoever other than as a result of the exercise of existing stock options.
Merger; Consolidation; Business Acquisitions; Subsidiaries. (a) No Obligor will merge into or consolidate with any Person, acquire any material portion of the stock, ownership interests, assets or business of any Person, permit any Person to merge into it, or form any new Subsidiaries, other than as provided below.
(b) Notwithstanding the foregoing, any of the Obligors (or any Subsidiary thereof) may acquire the stock or assets of another Person, business unit or operating entity, provided that (i) the purchase price therefor (including all assumed liabilities, seller financing or other debt, equity interests issued or other consideration, but not including payments for bona-fide employment contracts) does not exceed the then applicable Acquisition Purchase Price Limit, (ii) the Obligors give Bank at least ten (10) Business Days prior written notice of any such acquisition together with a copy of the Acquisition Agreement and a summary of the business terms of such acquisition, (iii) any entity acquired by any Obligor or formed to acquire the stock or assets in connection with such acquisition, or any Subsidiary of an Obligor resulting from a merger or consolidation used to effect such acquisition, shall become a co- borrower of the Bank Indebtedness on the same terms set forth in the Loan Documents, shall deliver to Bank such due diligence materials and documents regarding such entity as Bank may require, and shall execute and deliver to Bank such documents as Bank may require to join in the Loan Documents as a co-borrower and to grant Bank a first priority perfected security interest in such entity's assets which would constitute Collateral as defined herein, and (iv) the Obligors shall demonstrate to Bank's reasonable satisfaction that Obligors will continue to be in compliance with all financial covenants set forth in SECTION 8 hereof after taking into account the proposed acquisition on the effective date of such acquisition and for the remaining term of the Contract Period. The consummation of all acquisitions involving a purchase price in excess of the then applicable Acquisition Purchase Price Limit shall be subject to the prior written approval of Bank. Obligors will include in each acquisition, merger or similar agreement entered into involving an acquisition requiring the consent of Bank, that Obligor's obligation to consummate such acquisition is subject to the prior written consent of Bank.
Merger; Consolidation; Business Acquisitions; Subsidiaries. Except as otherwise provided on Schedule 10.7, the Obligors will not (a) merge into or consolidate with any Person, (b) acquire any portion of the Capital Stock of any person or a material portion of assets or business of any Person, or the operating business or division of any Person, or any Property not used or useful in the operation of its business, (c) permit any Person to merge into any of them, (d) form any Subsidiaries, (e) change any of their respective states of formation or incorporation, (f) materially change the principal nature of its business, (g) permit any Subsidiary to engage in any business activity that is materially different than conducted as of the Closing Date, acquire any assets or, acquire any ownership or investment interests in any Person, without the prior written consent of the Required Lenders and (h) change its fiscal year end.
Merger; Consolidation; Business Acquisitions; Subsidiaries. Obligors will not (a) merge into or consolidate with any Person, (b) except for a Permitted Acquisition, acquire any portion of the Capital Stock of any person or a material portion of assets or business of any Person, or the operating business or division of any Person, or any Property not used or useful in the operation of their Businesses, (c) permit any Person to merge into any of them, (d) form any Subsidiaries, (e) change any of their respective states of formation or incorporation, (f) materially change the principal nature of their business or engage in any business other than the Business (other than lines of business reasonably related thereto), (g) permit any Subsidiary to engage in any business activity, acquire any assets or, acquire any ownership or investment interests in any Person, without the prior written consent of Bank and (h) change any of their respective fiscal year ends.
Merger; Consolidation; Business Acquisitions; Subsidiaries. 24 ------------------------------------------------------------ 7.8 Taxes; Claims for Labor and Materials....................... 24 ------------------------------------------------------------ 7.9 Liens....................................................... 25 ------------------------------------------------------------
Merger; Consolidation; Business Acquisitions; Subsidiaries. Except for Permitted Acquisitions and those solely between Borrowers, no Borrower will merge into or consolidate with any Person, acquire any material portion of the stock, ownership interests, assets or business of any Person or permit any Person to merge into it. Borrowers shall not form any new Subsidiary unless Borrowers give Agent thirty (30) days prior written notice thereof and such new Subsidiary executes and delivers or causes to be executed and delivered to Agent (a) agreements in form and content satisfactory to Agent, pursuant to which such Subsidiary shall agree to become a Borrower for all purposes under this Agreement and the other Loan Documents, as applicable, and (b) such mortgages, financing statements, resolutions, opinions of counsel and other documents as Agent shall request in connection with the formation of such Subsidiary and the perfection by Agent of its lien against the assets of such Subsidiary. All fees incurred by Agent in connection with any of the foregoing shall be paid by Borrowers on demand.
Merger; Consolidation; Business Acquisitions; Subsidiaries. Borrower shall not (a) merge into or consolidate with any Person, (b) acquire any portion of the Capital Stock of any person or a material portion of assets or business of any Person, or the operating business or division of any Person, or any Property not used or useful in the operation of its Business, (c) permit any Person to merge into it, (d) form any Subsidiaries, joint ventures or partnerships, or limited liability companies, (e) change its state of formation or incorporation, (f) materially change the principal nature of its business or engage in any business other than the Business, (g) permit any Subsidiary to engage in any business activity, acquire any assets or, acquire any ownership or investment interests in any Person, without the prior written consent of Lender, or (h) change its fiscal year end.
Merger; Consolidation; Business Acquisitions; Subsidiaries. Except for stock for stock acquisitions in an aggregate amount up to Ten Million Dollars ($10,000,000.00), which result in no assumption by any Borrower of senior Indebtedness, no Borrower will merge into or consolidate with any Person, acquire any material portion of the stock, ownership interests, assets or business of any Person, permit any Person to merge into it, or form any new Subsidiaries.
