Common use of Mergers, Acquisitions, Sales, Subsidiaries, etc Clause in Contracts

Mergers, Acquisitions, Sales, Subsidiaries, etc. The Issuer shall not: (i) be a party to any merger or consolidation, or directly or indirectly purchase or otherwise acquire all or substantially all of the assets or any stock of any class of, or any partnership or joint venture interest in, any other Person, except for Permitted Investments, or sell, transfer, assign, convey or lease any of its property and assets (or any interest therein) other than pursuant to, or as contemplated by, this Indenture or the other Transaction Documents; (ii) make, incur or suffer to exist an investment in, equity contribution to, loan or advance to, or payment obligation in respect of the deferred purchase price of property from, any other Person, except for Permitted Investments or pursuant to the Transaction Documents; (iii) invest or cause to be invested in any securities or instruments unless the ownership (and acquisition) of such obligations would not cause the Issuer to be treated as engaged in a U.S. trade or business or otherwise subject to net income taxation in the United States; (iv) create any direct or indirect Subsidiary or otherwise acquire direct or indirect ownership of any equity interests in any other Person other than pursuant to the Transaction Documents; or (v) enter into any transaction with any Affiliate except for the transactions contemplated by the Transaction Documents and other transactions upon fair and reasonable terms materially no less favorable to the Issuer than would be obtained in a comparable arm’s length transaction with a Person not an Affiliate.

Mergers, Acquisitions, Sales, Subsidiaries, etc. The Issuer Borrower shall not: (ia) be a party to any merger or consolidation, or directly or indirectly purchase or otherwise acquire all or substantially all of the assets or any stock of any class of, or any partnership or joint venture interest in, any other Person, except for Permitted Investments, or sell, transfer, assign, convey or lease any of its property and assets (or any interest therein) other than pursuant to, or as contemplated by, this Indenture Agreement or the other Transaction Loan Documents; (iib) make, incur or suffer to exist an investment in, equity contribution to, loan or advance to, or payment obligation in respect of the deferred purchase price of property from, any other Person, except for Permitted Investments or pursuant to the Transaction Loan Documents; (iii) invest or cause to be invested in any securities or instruments unless the ownership (and acquisition) of such obligations would not cause the Issuer to be treated as engaged in a U.S. trade or business or otherwise subject to net income taxation in the United States; (ivc) create any direct or indirect Subsidiary or otherwise acquire direct or indirect ownership of any equity interests in any other Person other than pursuant to the Transaction Loan Documents; or (vd) enter into any transaction with any Affiliate except for the transactions contemplated by the Transaction Loan Documents and other transactions upon fair and reasonable terms materially no less favorable to the Issuer Borrower than would be obtained in a comparable comparable’s arm’s length transaction with a Person not an Affiliate.