Common use of Restrictions on Fundamental Changes Clause in Contracts

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 18 contracts

Samples: Loan and Security Agreement (Quest Minerals & Mining Corp), Loan and Security Agreement (En Pointe Technologies Inc), Loan and Security Agreement (Cutter & Buck Inc)

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Restrictions on Fundamental Changes. (ai) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (bii) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (ciii) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 4 contracts

Samples: Security Agreement (Global Digital Solutions Inc), Security Agreement (Global Digital Solutions Inc), Security Agreement (Global Digital Solutions Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) ConveyOther than Permitted Dispositions, convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 4 contracts

Samples: Loan and Security Agreement (Marlin Business Services Corp), Loan and Security Agreement (Leapfrog Enterprises Inc), Note, Guaranty and Security Agreement (Midas Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock.; (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) ConveyExcept for Permitted Dispositions, convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 4 contracts

Samples: Loan Agreement (Palm Inc), Loan Agreement (Palm Inc), Loan Agreement (Palm Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part substantially all of its property or assets.

Appears in 4 contracts

Samples: Loan and Security Agreement (Network Plus Corp), Loan and Security Agreement (Network Plus Corp), Loan and Security Agreement (Network Plus Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation such event), or dissolution). reincorporate in a different jurisdiction or (cexcept as otherwise provided in Section 7.4) Conveyconvey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one a single transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 3 contracts

Samples: Loan Agreement (Prospect Acquisition Corp), Loan Agreement (Prospect Acquisition Corp), Loan Agreement (Kennedy Wilson Inc)

Restrictions on Fundamental Changes. (a) Enter into any mergermerger (other than in connection with a Permitted Investment where Borrower is the surviving entity), consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 3 contracts

Samples: Loan and Security Agreement (Sharper Image Corp), Loan and Security Agreement (Sharper Image Corp), Loan and Security Agreement (Sharper Image Corp)

Restrictions on Fundamental Changes. (a) Enter Other than Permitted Acquisitions, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock, provided, however that any Borrower may merge with and into another Borrower. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsassets unless expressly permitted by Section 7.3(a) or Section 7.4.

Appears in 2 contracts

Samples: Loan and Security Agreement (Trust Created February 25 1986), Loan and Security Agreement (Evergreen Holdings Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part substantially all of its assets.

Appears in 2 contracts

Samples: Loan and Security Agreement (Hudson Respiratory Care Inc), Loan and Security Agreement (Hudson Respiratory Care Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, or (d) Suspend or go out of a substantial portion of its or their business.

Appears in 2 contracts

Samples: Credit Agreement (Lexar Media Inc), Credit Agreement (155 East Tropicana, LLC)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify amend in any material respect any of its StockGoverning Documents as in effect on the Restatement Effective Date. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Suspend or go out of a substantial portion of its or their business. (d) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, other than through Permitted Dispositions.

Appears in 2 contracts

Samples: Loan Agreement (Horizon Technology Finance Corp), Loan and Security Agreement (Horizon Technology Finance Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets. Clauses (a), (b) and (c) of this Section 7.3 shall not apply to the Merger or the merger or consolidation of a Borrower with and into another Borrower.

Appears in 2 contracts

Samples: Loan and Security Agreement (Metalico Inc), Loan and Security Agreement (Metalico Inc)

Restrictions on Fundamental Changes. (a) Enter Except for the Merger, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, or (d) Suspend or go out of a substantial portion of its business.

Appears in 2 contracts

Samples: Credit Agreement (Monotype Imaging Holdings Inc.), Credit Agreement (Monotype Imaging Holdings Inc.)

Restrictions on Fundamental Changes. (a) Enter Except for the consummation of Permitted Acquisitions, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Other than a sale of Cash Equivalents by Parent or any Borrower in a Permitted Bond Financing, Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 2 contracts

Samples: Loan and Security Agreement (Big Dog Holdings Inc), Loan and Security Agreement (Big Dog Holdings Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its StockStock with the exception of the Holding Company Reorganization. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 2 contracts

Samples: Loan and Security Agreement (CTC Communications Corp), Loan Agreement (CTC Communications Corp)

Restrictions on Fundamental Changes. (a) Enter Other than in order to consummate a Permitted Acquisition, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., or (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsbusiness, except in connection with the transactions permitted pursuant to Section 6.4.

Appears in 2 contracts

Samples: Credit Agreement (Alaska Air Group Inc), Credit Agreement (Alaska Air Group Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify amend in any material respect any of its StockGoverning Documents as in effect on the Restatement Date. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Suspend or go out of a substantial portion of its or their business. (d) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, other than through Permitted Dispositions.

Appears in 2 contracts

Samples: Loan and Security Agreement (Horizon Technology Finance Corp), Loan and Security Agreement (Horizon Technology Finance Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) LiquidateOther than a Permitted Dissolution, liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) ConveyOther than Permitted Dispositions or Permitted Dissolutions, convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Ventiv Health Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or reincorporate in a different jurisdiction or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 1 contract

Samples: Loan and Security Agreement (California Amplifier Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) LiquidateExcept for Dormant Subsidiaries, liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Debtor in Possession Credit Agreement (Enesco Group Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets, or amend or modify its operating agreement, by-laws or articles of organization.

Appears in 1 contract

Samples: Loan and Security Agreement (Starcraft Corp /In/)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its StockStock or otherwise change Borrower's type of organization, jurisdiction of organization or other legal or corporate structure. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Factory Card Outlet Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidationmerger or consolidation (other than a Permitted Acquisition), reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsassets (other than pursuant to a Permitted Acquisition).

Appears in 1 contract

Samples: Loan and Security Agreement (I Link Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock, except to the extent permitted by the terms of Section 7.11. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Credit Agreement (ECA Marcellus Trust I)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., except to the extent permitted by the terms of Section 7.11. ------------- (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Credit Agreement (Energy Corp of America)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets, in each case without the prior written consent of Foothill which shall not be unreasonably withheld.

Appears in 1 contract

Samples: Loan and Security Agreement (Computron Software Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., except to the extent permitted by the terms of SECTION 7.11. ------------- (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Credit Agreement (Energy Corp of America)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., or (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Credit Agreement (Bell Industries Inc /New/)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify amend any of its StockGoverning Documents as in effect on the Closing Date. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Suspend or go out of a substantial portion of its or their business. (d) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, other than through Permitted Dispositions.

Appears in 1 contract

Samples: Loan and Security Agreement (Hercules Technology Growth Capital Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. capital stock; (b) Liquidateliquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). ; or (c) Conveyexcept for Permitted Dispositions, convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Intergraph Corp)

Restrictions on Fundamental Changes. (a) Enter Other than Permitted Reorganization Transactions, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Capital Stock. (b) LiquidateOther than Permitted Reorganization Transactions, liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) ConveyExcept as permitted under Section 7.4, convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (GXS Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsproperty or assets except for the Sale and Leaseback.

Appears in 1 contract

Samples: Loan and Security Agreement (Gi Joes Inc)

Restrictions on Fundamental Changes. (a) Enter Except for Permitted Transactions, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its capital Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Security Agreement (Microstrategy Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, pledge, hypothecate, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsthe Borrower Collateral, other than Permitted Dispositions.

Appears in 1 contract

Samples: Term Loan and Security Agreement (Techprecision Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) ConveyOther than Permitted Dispositions and transactions in the ordinary course of business consistent with past practices and the licensing of the US Seismic Library in the ordinary course of business, convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Seitel Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) ConveyExcept for Permitted Dispositions, convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, or (d) Suspend or go out of a substantial portion of its or their business.

Appears in 1 contract

Samples: Credit Agreement (Infocus Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its StockStock or otherwise change Borrower’s type of organization, jurisdiction of organization or other legal or corporate structure, except with the prior written consent of Lender. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Bidz.com, Inc.)

Restrictions on Fundamental Changes. (a) Enter Other than in order to consummate a Permitted Acquisition, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsbusiness.

Appears in 1 contract

Samples: Credit Agreement (Baseline Oil & Gas Corp.)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, amalgamation, reorganization, or recapitalization, or reclassify its Stock.; (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution).; or (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Credit Agreement (Angiotech Pharmaceuticals Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify amend in any material respect any of its StockGoverning Documents as in effect on the Closing Date. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Suspend or go out of a substantial portion of its or their business. (d) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, other than through Permitted Dispositions.

Appears in 1 contract

Samples: Loan and Security Agreement (Horizon Technology Finance Corp)

Restrictions on Fundamental Changes. (ai) Enter into any merger, merger or consolidation, reorganizationor liquidate, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, wind-up or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, lease, sell, lease, license, assign, transfer, transfer or otherwise dispose of, in one transaction or a series of transactions, all or substantially all its business or Property, whether now or hereafter acquired or (ii) enter into any substantial part of its assetspartnership or joint venture.

Appears in 1 contract

Samples: Guaranty (Barneys New York Inc)

Restrictions on Fundamental Changes. (a) Enter Other than a Permitted Merger or in order to consummate a Permitted Acquisition, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) LiquidateOther than as a result of a Permitted Merger, liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) ConveyOther than as a result of a Permitted Merger, sell, lease, license, assign, transfer, suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Credit Agreement (Dune Energy Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, ; all or any substantial part of its assets, or (d) Suspend or go out of a substantial portion of its business.

Appears in 1 contract

Samples: Credit Agreement (Monotype Imaging Holdings Inc.)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) ConveyExcept for the Gores Transaction, convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part substantially all of its property or assets.

Appears in 1 contract

Samples: Loan and Security Agreement (System Software Associates Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, or reorganization, or recapitalizationany recapitalization or reclassification of its capital stock, or reclassify its Stock. (b) Liquidateliquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 1 contract

Samples: Assumption Agreement (Cortelco Systems Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsproperty or assets except that, subject to Agent's approval, the Borrower may cause the merger of a subsidiary of a Borrower into the Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Right Start Inc /Ca)

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Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify amend any of its StockGoverning Documents as in effect on the Original Closing Date. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Suspend or go out of a substantial portion of its or their business. (d) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets, other than through Permitted Dispositions.

Appears in 1 contract

Samples: Loan and Security Agreement (Hercules Technology Growth Capital Inc)

Restrictions on Fundamental Changes. (a) Enter Except for Permitted Transactions, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Microstrategy Inc)

Restrictions on Fundamental Changes. (a) Enter Except for Permitted Acquisitions, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Discovery Zone Inc)

Restrictions on Fundamental Changes. (a) Enter into any mergermerger (other than in connection with a Permitted Investment where Borrower is the surviving entity), consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsassets other than pursuant to a Sale Order or a Plan of Reorganization.

Appears in 1 contract

Samples: Debt and Security Agreement

Restrictions on Fundamental Changes. (a) Enter Other than as permitted by Section 7.21, enter into any merger, ------------ consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Hologic Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsproperty or assets (excluding the sale of Cygnet Dealer Finance, Inc.) or cease to be a public company.

Appears in 1 contract

Samples: Senior Secured Loan Agreement (Ugly Duckling Corp)

Restrictions on Fundamental Changes. Except with respect to a Permitted Restructuring Transaction. (a) Enter into any merger, consolidation, reorganization, or, except with respect to the issuance of the Series B Preferred Stock, any recapitalization or recapitalization, or reclassify reclassification its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Credit Agreement (Bookham, Inc.)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose ofMake an Asset Sale, in one transaction or a series of transactions, of all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Riviera Holdings Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its capital Stock. (b) Liquidate, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets. Without limiting the generality of the foregoing, no Inactive Subsidiary shall acquire any property or asset or engage in business.

Appears in 1 contract

Samples: Loan and Security Agreement (Graff Pay Per View Inc /De/)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, reorganization or recapitalization, recapitalization or reclassify its Stock. (b) Liquidate, wind up, up or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Abraxas Petroleum Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, reorganization or recapitalization, recapitalization or reclassify reclassification of its StockShares. (b) Liquidate, wind up, up or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets. (d) Create or acquire any new Subsidiary.

Appears in 1 contract

Samples: Loan Agreement (Abraxas Petroleum Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock.; (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution).; or (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Debtor in Possession Credit Agreement (TXCO Resources Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, reorganization or recapitalization, recapitalization or reclassify its Stock.; (b) Liquidateliquidate, wind up, up or dissolve itself (or suffer any liquidation or dissolution).; or (c) Conveyconvey, sell, lease, license, assign, transfer, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan Agreement (Abraxas Petroleum Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation such event), or dissolution). reincorporate in a different jurisdiction or (cexcept as otherwise provided in Section 6.4) Conveyconvey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one a single transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 1 contract

Samples: Revolving Loan Agreement (Kennedy-Wilson Holdings, Inc.)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its StockPartnership Interests. (ba) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (cb) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (FFP Marketing Co Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or cease operation of a series of transactions, all or any substantial part portion of its assetsor their business. (d) Form or acquire any (i) direct Subsidiary or (ii) indirect Subsidiary.

Appears in 1 contract

Samples: Purchase Money Loan and Security Agreement (SAExploration Holdings, Inc.)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stockexcept among Borrowers and mergers of Subsidiaries into a Borrower. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Wam Net Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock; provided, however, Borrower may -------- ------- complete up to a reverse 4 for 1 stock split. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part substantially all of its assetsproperty or assets .

Appears in 1 contract

Samples: Loan and Security Agreement (System Software Associates Inc)

Restrictions on Fundamental Changes. (a) Enter Other than Permitted Investments, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Mercator Software Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. , (b) Liquidateliquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsbusiness.

Appears in 1 contract

Samples: Loan and Security Agreement (Nicholas Financial Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) , unless Borrowers and their Subsidiaries are the sole parties to such transaction and no Default or Event of Default has occurred and is continuing or would result therefrom. Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) . Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan Agreement (Synalloy Corp)

Restrictions on Fundamental Changes. (a) Enter Other than a Permitted Merger, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., or (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Credit Agreement (Teltronics Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. (b) Liquidatecapital stock, or liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, or convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assetsproperty or assets or permit UDCSFC, UDCC, UDRC II or UDRC III to do any of the foregoing).

Appears in 1 contract

Samples: Senior Secured Loan Agreement (Ugly Duckling Corp)

Restrictions on Fundamental Changes. (a) Enter Other than the Restructuring Transactions, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock. capital stock; (b) Liquidateliquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). ; or (c) Conveyexcept for Permitted Dispositions, convey, sell, assign, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its property or assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Intergraph Corp)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., or (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Credit Agreement (Sanfilippo John B & Son Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, amalgamations or recapitalization, or reclassify its Stock. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Outsourcing Services Group Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock., (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution)., (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business.

Appears in 1 contract

Samples: Credit Agreement (Orion Healthcorp Inc)

Restrictions on Fundamental Changes. (a) Enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock, or make any material change that is adverse to Lender to any of its Governing Documents. (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution). (c) Convey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan and Security Agreement (Fortegra Financial Corp)

Restrictions on Fundamental Changes. Other than Permitted Dispositions: (a) Enter enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock.; (b) Liquidateliquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution).; or (c) Conveyconvey, sell, lease, license, assign, transfer, or otherwise dispose of, in one transaction or a series of transactions, all or any substantial part of its assets.

Appears in 1 contract

Samples: Loan Agreement (Abraxas Petroleum Corp)

Restrictions on Fundamental Changes. (a) Enter Other than in order to consummate a Permitted Transaction, enter into any merger, consolidation, reorganization, or recapitalization, or reclassify its Stock.; (b) Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution).; or (c) Convey, sell, lease, license, assign, transfer, Suspend or otherwise dispose of, in one transaction or go out of a series of transactions, all or any substantial part portion of its assetsor their business, except as permitted pursuant to clauses (a) or (b) above or in connection with the transactions permitted pursuant to Section 6.4.

Appears in 1 contract

Samples: Credit Agreement (Utstarcom Inc)

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