Merger; Sale of Assets; Acquisitions. Liquidate, dissolve, consolidate or merge or sell any substantial part of its assets, or acquire any substantial part of the assets of another.
Merger; Sale of Assets; Acquisitions. Liquidate, dissolve, sell all or substantially all of its assets, consolidate or merge, nor make any material acquisition of all or substantially all assets of any other Person (the Agent’s reasonable, good faith determination of whether an acquisition of assets would be material shall be conclusive and binding), unless:
(a) (i) in the case of a consolidation or merger, it is with a mortgage company and the relevant Company is the survivor or (ii) in the case of an acquisition, it is of assets or securities to be used by the Company in its core mortgage company business, or, if it is not, such acquisition shall have been approved in writing by the Agent;
(b) in the case of the acquisition of assets or sale of either Company’s assets, such acquisition or sale is in the ordinary course of the Company’s business or the acquisition price for any assets acquired other than in the ordinary course of business does not exceed twenty percent (20%) of the Companies’ Adjusted Tangible Net Worth; or
(c) the sale is of the stock or substantially all of the assets of any wholly-owned Subsidiary established after the Effective Date, or, with the Agent’s prior written consent, any other Subsidiary; and in any case, after giving effect to such a sale, consolidation, merger or acquisition, no Default or Event of Default would exist under this Agreement or any of the other Facilities Papers.
Merger; Sale of Assets; Acquisitions. Liquidate, dissolve, sell all or substantially all of its assets, consolidate or merge, nor make any material acquisition of all or substantially all assets of any other Person (the Agent’s reasonable, good faith determination of whether an acquisition of assets would be material shall be conclusive and binding), unless:
(a) (i) in the case of a consolidation or merger, it is with a mortgage company and the Company is the survivor or (ii) in the case of an acquisition, it is of assets or securities to be used by the Company in its core mortgage company business, or, if it is not, such acquisition shall have been approved in writing by the Agent;
(b) in the case of the acquisition of assets or sale of the Company’s assets, such acquisition or sale is in the ordinary course of the Company’s business; or
(c) the sale is of the stock or substantially all of the assets of any wholly-owned Subsidiary established after the Effective Date, or, with the Agent’s prior written consent, any other Subsidiary; and in any case, after giving effect to such a sale, consolidation, merger or acquisition, no Default or Event of Default would exist under this Agreement or any of the other Facilities Papers.
Merger; Sale of Assets; Acquisitions. Neither the Company nor the Parent will liquidate, dissolve, sell assets, consolidate or merge, nor acquire substantially all of the assets of any other Person, unless:
(a) (i) in the case of a consolidation or merger of the Company, it is with a mortgage company and the Company is the survivor or (ii) in the case of an acquisition, it is of assets or securities to be used by one or more of the Companies in the direct prosecution of its core mortgage company business, or, if it is not, such acquisition shall have been approved in advance and in writing by the Agent; and
(b) after giving effect to such a sale, consolidation, merger or acquisition, no Default or Event of Default would exist under this Agreement or any of the other Facilities Papers.
Merger; Sale of Assets; Acquisitions. Liquidate, dissolve, consolidate or merge or sell any substantial part of its assets, or acquire substantially all of the assets of another, except the sale of Mortgage Loans in the ordinary course of business or the purchase and/or redemption of the mortgage-backed notes issued by the Company's Subsidiary, U.S.H. II Corporation.
Merger; Sale of Assets; Acquisitions. (a) Liquidate, dissolve, consolidate or merge, (b) sell any substantial part of its assets, or (c) acquire any substantial part of the assets of another if, after giving effect to such acquisition, (i) an Event of Default or Default would exist or (ii) any material change in the senior management of the Borrowers would occur.
Merger; Sale of Assets; Acquisitions. And will cause each Subsidiary to not consolidate with or merge into or with any other entity; or sell (other than (i) sales of inventory in the ordinary course of business, and (ii) all assets related to the "Computer Renaissance" franchise concept and related contracts and intellectual property), transfer, lease or otherwise dispose of any other assets not obsolete; or acquire a substantial interest in another Person either through the purchase of all or substantially all of the assets of that Person or the purchase of a controlling equity interest in that Person.
Merger; Sale of Assets; Acquisitions. Not merge or consolidate with or into any other business organization, or acquire all or substantially all of the Ownership Interests or assets of a third Person, other than Permitted Acquisitions; provided that (a) any such acquired entity shall become a “Borrower” under this Agreement, concurrent with its acquisition, and (b) prior to the consummation of any Permitted Acquisition, Borrower shall provide Lender with updated projections in accordance with Section 5.4.3.
Merger; Sale of Assets; Acquisitions. Liquidate, dissolve, sell assets, consolidate or merge, nor acquire substantially all of the assets of any other Person, unless:
(a) (i) in the case of a consolidation or merger, it is with a mortgage company and the Company is the survivor or (ii) in the case of an acquisition, it is of assets or securities
Merger; Sale of Assets; Acquisitions. Liquidate, dissolve, ------------------------------------ consolidate or merge or sell any substantial part of its assets, or acquire any substantial part of the assets of another, other than acquisition of (a) Nonrecourse Servicing Contracts acquired in the ordinary course of the Borrowers' business, and (b) the stock or assets of a Person engaged principally in the mortgage banking business and acquired in a Servicing Acquisition. For purposes of this Section 7.3, "mortgage banking business" shall mean business activities relating to (i) mortgage loan securitizations in the primary and secondary markets, (ii) mortgage asset management, and (iii) services with respect to the financing, managing and sale of real property, and with respect to collateralized mortgage obligations.
