Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Borrower will not at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement or become a partner in any general or limited partnership or enter into any management contract (other than an employment contract for the employment of an officer or employee entered into in the regular course of Borrower's business) permitting third party management rights with respect to Borrower's business.
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Except for existing joint ventures of Villa Sistemi specified in Schedule 7.2(l), each Borrower will not, and will not permit any of its Subsidiaries to, at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement or become a partner in any general or limited partnership or enter into any management contract permitting third party management rights with respect to the business of such Borrower or any of its Subsidiaries.
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Obligor will not at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement or become a partner in any general or limited partnership or enter into any management contract (other than an employment contract for the employment of an officer or employee entered into in the regular course of Obligor's business) permitting third party management rights with respect to Obligor's business.
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. The Borrower will not, and will not permit any of its Subsidiaries to, at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement or become a partner in any general or limited partnership or enter into any management contract permitting third party management rights with respect to the business of the Borrower or any of its Subsidiaries.
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Except as permitted under Section 7.2(k), each Borrower will not, and will not permit any Designated Affiliate to, at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement or become a partner in any general or limited partnership or enter into any management contract permitting third party management rights with respect to such Borrower's or Subsidiary's business, provided that, so long as no Default or Event of Default has occurred and is continuing or would result therefrom, such Borrower or any of its Subsidiaries may (i) form or acquire -102- 103 a Subsidiary (a "New Subsidiary") whereupon (A) the Administrative Borrower shall give the Agent written notice of such formation or acquisition within five Business Days thereof, (B) such Borrower or Subsidiary shall, within ten Business Days of such formation or acquisition, (I) cause such New Subsidiary to execute and deliver to the Agent (x) a Supplement to the Guaranty in the form of Annex 1 thereto and (y) a Supplement to the Contribution Agreement in the form of Annex 1 thereto, whereupon such New Subsidiary shall become a Loan Party, and (II) execute and deliver to the Agent (x) if the pledgor is theretofore a Pledgor, an amendment to the Pledge Agreement, in form and substance satisfactory to the Agent, or, if the pledgor is not theretofore a Pledgor, a Supplement to the Pledge Agreement in the form of Annex II thereto, in each case pledging all (or, subject to Section 7.1(s), if such New Subsidiary is a Foreign Subsidiary or a Cdn. Subsidiary, 65% (excluding Qualified Stock issued to directors of such Subsidiary and immaterial interests in one share of any such Subsidiary held to meet the Requirements of Law of the jurisdiction of organization of such Subsidiary)) of the Capital Stock of such New Subsidiary together with all certificates representing such Capital Stock and undated stock or other transfer powers therefor, executed by the Pledgor in blank, and (C) such Borrower or Subsidiary, as the case may be, and such New Subsidiary shall take all such further actions and execute all such further documents and instruments as may be required to authorize the execution, delivery and performance of such documents and instruments and to grant and perfect in favor of the Agent a first priority Lien on all (or, subject to Section 7.1(s), 65%, as the case may be) of the Capital Stock of such New Subsidiary including, without limitation, the execution and del...
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Borrower will not at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement (other than joint ventures or strategic partnerships consisting of non-exclusive or exclusive licensing of technology or the providing of technical support or subsidiaries or affiliates, the assets of which include a portion of Borrower's technology) or become a partner in any general or limited partnership or enter into any management contract (other than an employment contract for the employment of an officer or employee entered into in the regular course of Borrower's business) permitting third party management rights with respect to Borrower's business.
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Borrower will not at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement or become a partner in any general or limited partnership or enter into any management contract (other than an employment contract for the employment of an officer or employee entered into in the regular course of Borrower's business) permitting third party management rights with respect to Borrower's business *. * , other than for joint ventures or strategic partnerships which, in each case, do not involve the transfer of funds or other Collateral to such joint ventures or strategic partnerships, except for the non-exclusive licensing of technology and other than for Permitted Investments
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Without the written consent of TBCC, Borrower will not at any time cre-ate any direct or indirect Subsidiary, enter into any joint venture or similar arrangement or become a partner in any general or limited partnership or enter into any management contract (other than an employment contract for the em-ployment of an officer or employee entered into in the regu-lar course of Borrower's business) permitting third party management rights with respect to Borrower's business. If TBCC fails to so provide its written consent for any contemplated corporate changes, then such an occurrence shall constitute a "Consent Condition" for purposes of all Term Notes and the repayment thereof.
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. GDC will not, and will not permit any of its Subsidiaries to, at any time create any direct or indirect Subsidiary, enter into any joint venture or similar arrangement (other than the joint ventures existing on the date hereof and set forth on Schedule 6.1(k)) or become a partner in any general or limited partnership or enter into any management contract (other than an employment contract for the full-time employment of an officer or employee entered into in the regular course of a Borrower's business) permitting third party management rights with respect to such Person's business, except that GDC may create Domestic Subsidiaries with the prior written consent of the Required Lenders (which consent shall not be unreasonably withheld).
Partnerships; Subsidiaries; Joint Ventures; Management Contracts. Borrower will not at any time create any direct or indirect Subsidiary unless the Subsidiary executes a subsidiary guarantee in form and substance satisfactory to Lender, enter into any joint venture or similar arrangement (other than joint ventures or strategic partnerships consisting of licensing of technology or the providing of technical support, provided adequate consideration is received and it is in the best interest of the Borrower) or become a partner in any general or limited partnership or enter into any management contract (other than an employment contract for the employment of an officer or employee entered into in the regular course of Borrower's business) permitting third party management rights with respect to Borrower's business.
