Common use of Purchase of Substantial Assets Clause in Contracts

Purchase of Substantial Assets. Company will not, and will not permit any Subsidiary to, purchase, lease or otherwise acquire all or substantially all of the assets of any other Person, if, as a result of such transaction, Company or any Subsidiary would incur, assume or otherwise become liable for any Indebtedness which is not otherwise permitted under Section 9.01 hereof, or any of such Persons would knowingly become responsible or liable for any presently existing breach or violation, in any material respect, of any Environmental Laws applicable to the assets so purchased, leased or acquired, and provided further, Company will not, and will not permit any Subsidiary to, purchase, lease or acquire any of such assets if (i) an Event of Default exists hereunder or, with the lapse of time or the giving of notice or both, an Event of Default would exist hereunder, (ii) such purchase, lease or acquisition would cause an Event of Default hereunder, or (iii) a Borrowing Base Deficiency exists hereunder.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Cross Timbers Oil Co), Credit Agreement (Cross Timbers Oil Co)

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Purchase of Substantial Assets. Company will not, and will not ------------------------------ permit any Subsidiary to, purchase, lease or otherwise acquire all or substantially all of the assets of any other Person, if, as a result of such transaction, Company or any Subsidiary would incur, assume or otherwise become liable for any Indebtedness which is not otherwise permitted under Section 9.01 hereof, or any of such Persons would knowingly become responsible or liable for any presently existing breach or violation, in any material respect, of any Environmental Laws applicable to the assets so purchased, leased or acquired, and provided further, Company will not, and will not permit any Subsidiary to, purchase, lease or acquire any of such assets if (i) an Event of Default exists hereunder or, with the lapse of time or the giving of notice or both, an Event of Default would exist hereunder, (ii) such purchase, lease or acquisition would cause an Event of Default hereunder, or (iii) a Borrowing Base Deficiency exists hereunder.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cross Timbers Oil Co)

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Purchase of Substantial Assets. Company will not, and will not permit ------------------------------ any Subsidiary to, purchase, lease or otherwise acquire all or substantially all of the assets of any other Person, if, as a result of such transaction, Company or any Subsidiary would incur, assume or otherwise become liable for any Indebtedness which is not otherwise permitted under Section 9.01 hereof, or any of such Persons would knowingly become responsible or liable for any presently existing breach or violation, in any material respect, of any Environmental Laws applicable to the assets so purchased, leased or acquired, and provided further, Company will not, and will not permit any Subsidiary to, purchase, lease or acquire any of such assets if (i) an Event of Default exists hereunder or, with the lapse of time or the giving of notice or both, an Event of Default would exist hereunder, (ii) such purchase, lease or acquisition would cause an Event of Default hereunder, or (iii) a Borrowing Base Deficiency exists hereunder.

Appears in 1 contract

Samples: Revolving Credit Agreement (Cross Timbers Oil Co)

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