Common use of Mergers, Sales, Acquisitions, Subsidiaries and Other Transactions Outside the Ordinary Course of Business Clause in Contracts

Mergers, Sales, Acquisitions, Subsidiaries and Other Transactions Outside the Ordinary Course of Business. No Covenant Party shall (i) enter into any merger or consolidation; (ii) change the state of such Covenant Party’s organization or enter into any transaction which has the effect of changing such Covenant Party’s state of organization; (iii) sell, lease or otherwise dispose of any of its assets other than in the ordinary course of business or as permitted under Section 8.15 hereto; (iv) purchase the stock, other Equity Interests or all or a material portion of the assets of any Person or division of such Person; or (v) enter into any other transaction outside the ordinary course of such Covenant Party’s business, including, without limitation, any purchase, redemption or retirement of any shares of any class of its stock or any other Equity Interest, and any issuance of any shares of, or warrants or other rights to receive or purchase any shares of, any class of its stock or any other Equity Interest. No Covenant Party shall enter into any joint ventures or partnerships with any other Person.

Mergers, Sales, Acquisitions, Subsidiaries and Other Transactions Outside the Ordinary Course of Business. No Covenant Loan Party shall (ia) enter into any merger or consolidation; (iib) change the state of such Covenant Loan Party’s organization or enter into any transaction which has the effect of changing such Covenant Loan Party’s state of organization; (iiic) sell, lease or otherwise dispose of any of its assets other than in the ordinary course of business or as permitted under Section 8.15 heretobusiness; (ivd) purchase the stock, other Equity Interests equity interests or all or a material portion of the assets of any Person or division of such Person; or (ve) enter into any other transaction outside the ordinary course of such Covenant Loan Party’s business, including, without limitation, any purchase, redemption or retirement of any shares of any class of its stock or any other Equity Interestequity interest, and any issuance of any shares of, or warrants or other rights to receive or purchase any shares of, any class of its stock or any other Equity Interestequity interest. No Covenant Loan Party shall form any Subsidiaries or enter into any joint ventures or partnerships with any other PersonPerson without Lender’s prior written consent.

Mergers, Sales, Acquisitions, Subsidiaries and Other Transactions Outside the Ordinary Course of Business. No Covenant Loan Party shall (i) enter into any merger or consolidation; (ii) change the its state of such Covenant Party’s organization or enter into any transaction which has the effect of changing such Covenant Party’s its state of organization; (iii) sell, lease or otherwise dispose of any of its assets other than in the ordinary course of business or as permitted under Section 8.15 hereto(other than Permitted Dispositions); (iv) purchase the stock, other Equity Interests Capital Stock or all or a material portion of the assets of any Person or division of such Person; or (v) enter into any other transaction outside the ordinary course of such Covenant Loan Party’s business, including, without limitation, any purchase, redemption or retirement of any shares of any class of its stock or any other Equity InterestCapital Stock, and any issuance of any shares of, or warrants or other rights to receive or purchase any shares of, any class of its stock Capital Stock or any other Equity Interestequity interest; provided that any Subsidiary of any Borrower may merge with and into such Borrower or any wholly owned Subsidiary of such Borrower. No Covenant Loan Party shall form any Subsidiaries or enter into any joint ventures or partnerships with any other Person.

Mergers, Sales, Acquisitions, Subsidiaries and Other Transactions Outside the Ordinary Course of Business. No Covenant Loan Party shall (i) enter into any merger or consolidation; (ii) change the state of such Covenant Loan Party’s 's organization or enter into any transaction which has the effect of changing such Covenant Loan Party’s 's state of organization; (iii) sell, lease or otherwise dispose of any of its assets other than in the ordinary course of business or as permitted under Section 8.15 heretobusiness; (iv) purchase the stock, other Equity Interests equity interests or all or a material portion of the assets of any Person or division of such Person; or (v) enter into any other transaction outside the ordinary course of such Covenant Loan Party’s 's business, including, without limitation, any purchase, redemption or retirement of any shares of any class of its stock or any other Equity Interestequity interest, and any issuance of any shares of, or warrants or other rights to receive or purchase any shares of, any class of its stock or any other Equity Interest. No Covenant equity interest, except that any Loan Party shall and any of its Subsidiaries may enter into any joint ventures Permitted Acquisition and sell, lease or partnerships with dispose of any other Person.of its assets as permitted in Section 7 of this Agreement and Parent may repurchase its stock pursuant to any stock repurchase program approved by its Board