Restriction on Fundamental Changes; Permitted Acquisitions; Restricted Subsidiaries. The Borrower shall not, nor shall it permit any Subsidiary of the Borrower to, (a) except in connection with a Permitted Acquisition and the Acquisition, (i) merge or consolidate with any Person (other than (x) with other Subsidiaries of the Borrower or (y) with the Borrower so long as the Borrower is the surviving Person following such merger or consolidation), (ii) acquire all or substantially all of the Stock or Stock Equivalents of any Person or (iii) acquire all or substantially all of the assets of any Person or all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Person, (b) enter into any joint venture or partnership with any Person (except as permitted by Section 8.3(j) (Investments)) or (c) acquire or create any Subsidiary unless, after giving effect to such creation or acquisition, such Subsidiary is a Wholly-Owned Subsidiary of the Borrower (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments) or is a Guarantor), the Borrower is in compliance with Section 7.11 (Additional Collateral and Guaranties) and the Investment in such Subsidiary is permitted under Section 8.3(e) (Investments) (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments)).
Appears in 2 contracts
Samples: Credit Agreement (Knology Inc), Credit Agreement (Knology Inc)
Restriction on Fundamental Changes; Permitted Acquisitions; Restricted Subsidiaries. The Borrower shall not, nor shall it permit any Subsidiary of the Borrower to, (a) except in connection with a Permitted Acquisition and the Sunflower Acquisition, (i) merge or consolidate with any Person (other than (x) with other Subsidiaries of the Borrower or (y) with the Borrower so long as the Borrower is the surviving Person following such merger or consolidation), (ii) acquire all or substantially all of the Stock or Stock Equivalents of any Person or (iii) acquire all or substantially all of the assets of any Person or all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Person, (b) enter into any joint venture or partnership with any Person (except as permitted by Section 8.3(j) (Investments)) or (c) acquire or create any Subsidiary unless, after giving effect to such creation or acquisition, such Subsidiary is a Wholly-Owned Subsidiary of the Borrower (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments) or is a Guarantor), the Borrower is in compliance with Section 7.11 (Additional Collateral and Guaranties) and the Investment in such Subsidiary is permitted under Section 8.3(e) (Investments) (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments)).
Appears in 2 contracts
Samples: Credit Agreement (Knology Inc), Credit Agreement (Knology Inc)
Restriction on Fundamental Changes; Permitted Acquisitions; Restricted Subsidiaries. The Borrower shall not, nor shall it permit any Subsidiary of the Borrower to, (a) except in connection with a Permitted Acquisition and the Acquisition, (i) merge or consolidate with any Person (other than (x) with other Subsidiaries of the Borrower or (y) with the Borrower so long as the Borrower is the surviving Person following such merger or consolidation), (ii) acquire all or substantially all of the Stock or Stock Equivalents of any Person or (iii) acquire all or substantially all of the assets of any Person or all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Person, (b) enter into any joint venture or partnership with any Person (except as permitted by Section 8.3(j) (Investments)) or (c) acquire or create any Subsidiary unless, after giving effect to such creation or acquisition, such Subsidiary is a Wholly-Owned Subsidiary of the Borrower (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments) or is a Guarantor)), the Borrower is in compliance with Section 7.11 (Additional Collateral and Guaranties) and the Investment in such Subsidiary is permitted under Section 8.3(e8.3(c) (Investments) (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments)).
Appears in 1 contract
Samples: Credit Agreement (Knology Inc)
Restriction on Fundamental Changes; Permitted Acquisitions; Restricted Subsidiaries. The Borrower shall not, nor shall it permit any Subsidiary of the Borrower to, (a) except in connection with a Permitted Acquisition and the Acquisition, (i) merge or consolidate with any Person (other than (x) with other Subsidiaries of the Borrower or (y) with the Borrower so long as the Borrower is the surviving Person following such merger or consolidation), (ii) acquire all or substantially all of the Stock or Stock Equivalents of any Person or (iii) acquire all or substantially all of the assets of any Person or all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Person, (b) enter into any joint venture or partnership with any Person (except as permitted by Section 8.3(j) (Investments)) or (c) acquire or create any Subsidiary unless, after giving effect to such creation or acquisition, such Subsidiary is a Wholly-Owned Subsidiary of the Borrower (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments) or is a Guarantor)), the Borrower is in compliance with Section 7.11 (Additional Collateral and Guaranties) and the Investment in such Subsidiary is permitted under Section 8.3(e) (Investments) (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments)). AMENDED AND RESTATED CREDIT AGREEMENT KNOLOGY, INC.
Appears in 1 contract
Samples: Credit Agreement (Knology Inc)
Restriction on Fundamental Changes; Permitted Acquisitions; Restricted Subsidiaries. The Borrower shall not, nor shall it permit any Subsidiary of the Borrower to, (a) except in connection with a Permitted Acquisition and the Acquisition, (i) merge or consolidate with any Person (other than (x) with other Subsidiaries of the Borrower or (y) with the Borrower so long as the Borrower is the surviving Person following such merger or consolidation), (ii) acquire all or substantially all of the Stock or Stock Equivalents of any Person or (iii) acquire all or substantially all of the assets of any Person or all or substantially all of the assets constituting the business of a division, branch or other unit operation of any Person, (b) enter into any joint venture or partnership with any Person (except as permitted by Section 8.3(j) (Investments)) or (c) acquire or create any Subsidiary unless, after giving effect to such creation or acquisition, such Subsidiary is a Wholly-Owned Subsidiary of the Borrower (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments) or is a Guarantor)), the Borrower is in compliance with Section 7.11 (Additional Collateral and Guaranties) and the Investment in such Subsidiary is permitted under Section 8.3(e) (Investments) (unless such Subsidiary is permitted under clause (j) of Section 8.3 (Investments)).
Appears in 1 contract
Samples: Credit Agreement (Knology Inc)