Common use of RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS Clause in Contracts

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 2 contracts

Samples: Priority Secured Credit Agreement (Loews Cineplex Entertainment Corp), Term Loan Agreement (Loews Cineplex Entertainment Corp)

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RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company shall not, and shall not permit any of its Company's Subsidiaries to, alter the corporate, capital or legal structure of Company or any of its Company's Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessorsublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 2 contracts

Samples: Security Agreement (Horseshoe Gaming Holding Corp), Credit Agreement (Autotote Corp)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company No Borrower shall not, and nor shall not any Borrower permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company such Borrower or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 2 contracts

Samples: Multicurrency Credit Agreement (Goss Graphic Systems Inc), Credit Agreement (Goss Graphic Systems Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company The Borrower shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessor), exchange, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion of its business, assets or property of any kind whatsoever, whether real, personal or fixed assetsmixed and whether tangible or intangible, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, in each case except:

Appears in 2 contracts

Samples: Credit Agreement (Assurant Inc), Credit Agreement (Assurant Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Holdings and Company shall not, and shall not permit any of its Company's Subsidiaries to, alter the corporate, capital or legal structure of Holdings, Company or any of its Company's Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessorsublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Price Communications Wireless Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company Borrower shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital corporate or legal structure of Company Borrower or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or lease, sub-lease (as lessor or sub-lessor)lease, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Oakley Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company Each Borrower shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company or any of its Subsidiaries, or enter into any transaction of merger merger, consolidation or consolidationamalgamation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessorsublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership ofof any Person, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Protocol Communications Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company Borrower shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company Borrower or any of its Subsidiaries, or enter into any transaction 106 of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessorsublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Company Credit Agreement (Wj Communications Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company No Borrower shall, nor shall not, and shall not any Borrower permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company such Borrower or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease sublease (as lessor or sub-lessorsublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion substantially all of the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Fibernet Telecom Group Inc\)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company Holdings shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company Holdings or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessor)other than in the ordinary course of business, transfer or otherwise dispose ofof (other than pursuant to a lease entered into in the ordinary course of business), in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any other Person or any division or line of business of any other Person, except:

Appears in 1 contract

Samples: Revolving Credit Agreement (Anthony Crane Holdings Capital Corp)

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RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion substantially all of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (LTM Holdings Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company Borrower shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up up, or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or lease, sub-lease (as lessor or sub-lessor)lease, transfer transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property property, or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property property, or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, exceptexcept that:

Appears in 1 contract

Samples: Credit Agreement (Trammell Crow Co)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company Holdings shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company Holdings or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or 106 114 dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessorsublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Optel Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company No Borrower shall not, and nor shall not any Borrower permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company such Borrower or any of its Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assetsassets (including without limitation any Accounts or other accounts receivables), whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Multicurrency Credit Agreement (Goss Holdings Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company The Borrowers shall not, and shall not permit any of its their respective Subsidiaries to, alter the corporate, capital or legal structure of Company any Borrower or any of its respective Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sub-lessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any portion of substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Wolverine Tube Inc)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. Company Holdings shall not, and shall not permit any of its Subsidiaries to, alter the corporate, capital or legal structure of Company Holdings or any of its Subsidiaries, including the creation or acquisition of any Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or lease, sub-lease (as lessor or sub-lessor)lease, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any portion part of its business, property or fixed assets, whether now owned or hereafter acquired, or acquire by purchase or otherwise all or any a substantial portion of the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Bay Area Warehouse Stores Inc)

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