Common use of Merger, Sale or Liquidation of the Company Clause in Contracts

Merger, Sale or Liquidation of the Company. (a) Except for transactions permitted pursuant to Section 7.11 and to the extent permitted in this Section 7.4, the Company shall not, and shall not permit any of its Subsidiaries to, except with the prior written consent of AT&T PCS or in accordance with Sections 7.4(b) and 7.4(c), effect (i) any merger, combination or consolidation of the Company or such Subsidiary with or into any other entity (regardless of whether the Company or such Subsidiary is the surviving entity in any such transaction) (any such merger, combination or consolidation is referred to as a "Company Merger"), (ii) any sale or disposition of a substantial portion of its assets (a "Company Asset Sale"), or (iii) the liquidation, dissolution or winding up of the Company or such Subsidiary.

Appears in 3 contracts

Samples: Stockholders' Agreement (Tritel Finance Inc), Stockholders' Agreement (Desai Capital Management Inc), Stockholders' Agreement (Triton PCS Inc)

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Merger, Sale or Liquidation of the Company. (a) Except for transactions permitted pursuant to Section 7.11 7.6 and to the extent permitted in this Section 7.47.2, the Company shall not, and shall not permit any of its Subsidiaries to, except with the prior written consent of AT&T PCS or in accordance with Sections 7.4(b7.2(b) and 7.4(c7.2(c), effect (i) any merger, combination or consolidation of the Company or such Subsidiary with or into any other entity (regardless of whether the Company or such Subsidiary is the surviving entity in any such transaction) (any such merger, combination or consolidation is referred to as a "Company Merger"), (ii) any sale or disposition of a substantial portion of its assets (a "Company Asset Sale"), or (iii) the liquidation, dissolution or winding up of the Company or such Subsidiary.

Appears in 2 contracts

Samples: Stockholders' Agreement (Telecorp Tritel Holding Co), Stockholders' Agreement (Telecorp Tritel Holding Co)

Merger, Sale or Liquidation of the Company. (a1) Except for transactions permitted pursuant to Section 7.11 and to the extent permitted in this Section 7.4, the Company shall not, and shall not permit any of its Subsidiaries to, except with the prior written consent of AT&T PCS or in accordance with Sections 7.4(b) and 7.4(c), effect (i) any merger, combination or consolidation of the Company or such Subsidiary with or into any other entity (regardless of whether the Company or such Subsidiary is the surviving entity in any such transaction) (any such merger, combination or consolidation is referred to as a "Company Merger"), (ii) any sale or disposition of a substantial portion of its assets (a "Company Asset Sale"), or (iii) the liquidation, dissolution or winding up of the Company or such Subsidiary.

Appears in 1 contract

Samples: Stockholders Agreement (Triton PCS Holdings Inc)

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Merger, Sale or Liquidation of the Company. (a) Except for transactions permitted pursuant to Section 7.11 and to ------------ the extent permitted in this Section 7.4, the Company shall not, and shall not ----------- permit any of its Subsidiaries to, except with the prior written consent of AT&T PCS or in accordance with Sections 7.4(b) and 7.4(c), effect (i) any merger, combination -------------------------- or consolidation of the Company or such Subsidiary with or into any other entity (regardless of whether the Company or such Subsidiary is the surviving entity in any such transaction) (any such merger, combination or consolidation is referred to as a "Company Merger"), (ii) any sale or disposition of a substantial portion -------------- of its assets (a "Company Asset Sale"), or (iii) the liquidation, dissolution or ------------------ winding up of the Company or such Subsidiary.

Appears in 1 contract

Samples: Stockholders' Agreement (Triton PCS Holdings Inc)

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