Sale of Assets. Except as permitted by Section 10.2, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:
Appears in 10 contracts
Samples: Note Purchase Agreement (Cabot Oil & Gas Corp), Note Purchase Agreement (Cabot Oil & Gas Corp), Note Purchase Agreement (Cabot Oil & Gas Corp)
Sale of Assets. Except as permitted by Section 10.210.5, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 8 contracts
Samples: Note Purchase Agreement, Master Note Purchase Agreement (Polaris Industries Inc/Mn), Note Purchase Agreement (Gallagher Arthur J & Co)
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Subsidiary to, sell, lease, transfer transfer, abandon or otherwise dispose ofof assets, including including, without limitation, by way of merger an asset securitization or sale‑leaseback transaction (collectively a “Disposition”except assets sold in the ordinary course of business for fair market value and except as provided in Section 10.5(c), any assets, in one or a series of transactions, to any Person, other than); provided that the foregoing restrictions do not apply to:
Appears in 7 contracts
Samples: Guaranty Agreement (Sensient Technologies Corp), Guaranty Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp)
Sale of Assets. Except as permitted by Section 10.210.7, the Company Obligors will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively collectively, a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 5 contracts
Samples: Note Purchase Agreement (UTi WORLDWIDE INC), Letter of Credit and Cash Draw Agreement (UTi WORLDWIDE INC), Letter of Credit Agreement (UTi WORLDWIDE INC)
Sale of Assets. Except as permitted by Section 10.210.6, the Company Parent will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:
Appears in 5 contracts
Samples: Agreement (United Stationers Inc), Intercreditor Agreement (United Stationers Inc), Master Note Purchase Agreement (United Stationers Inc)
Sale of Assets. (a) Except as permitted by Section 10.2, the Company will not, and will not permit any a Restricted Subsidiary to, sell, lease, transfer or otherwise dispose ofof (collectively, including by way as further defined in clause (b) of merger (collectively this Section 10.11, a “Disposition”), ) any assets, in one or a series of transactions, to any Person, other than:
Appears in 4 contracts
Samples: Note Purchase Agreement (Obsidian Energy Ltd.), Note Purchase Agreement (Obsidian Energy Ltd.), Note Purchase Agreement (Obsidian Energy Ltd.)
Sale of Assets. Except as permitted by Section 10.210.5, the Company will not, and will not permit any other Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 3 contracts
Samples: Master Note Agreement (CERNER Corp), Master Note Agreement (CERNER Corp), Master Note Purchase Agreement (Cerner Corp /Mo/)
Sale of Assets. Except as permitted by Section 10.210.6, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 3 contracts
Samples: Note Purchase Agreement (Tetra Technologies Inc), Master Note Purchase Agreement (Tetra Technologies Inc), Note Purhase Agreement (Tetra Technologies Inc)
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer transfer, abandon or otherwise dispose ofof assets (except assets sold, including by way leased, transferred or otherwise disposed of merger (collectively a “Disposition”in the ordinary course of business for fair market value and except as provided in Section 10.4(a) and Section 10.4(c), any assets, in one or a series of transactions, to any Person, other than; provided that the foregoing restrictions do not apply to:
Appears in 2 contracts
Samples: Note Purchase Agreement (Steris Corp), Note Purchase Agreement (Steris Corp)
Sale of Assets. (a) Except as permitted by Section 10.2, the Company will not, and will not permit any a Restricted Subsidiary to, sell, lease, transfer or otherwise dispose ofof (collectively, including by way as further defined in clause (g) of merger (collectively this Section 10.11, a “Disposition”), ) any assets, in one or a series of transactions, to any Person, other than:
Appears in 2 contracts
Samples: Second Amending Agreement (Penn West Petroleum Ltd.), Second Amending Agreement (Penn West Petroleum Ltd.)
Sale of Assets. Except as permitted by Section 10.210.5, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 2 contracts
Samples: Note Purchase Agreement (Watts Water Technologies Inc), Note Purchase Agreement (Watts Water Technologies Inc)
Sale of Assets. Except as permitted by Section 10.210.5, the Parent and the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 2 contracts
Samples: Note Purchase Agreement (Encore Wire Corp /De/), Master Note Purchase Agreement (Encore Wire Corp /De/)
Sale of Assets. Except as permitted by Section 10.210.7, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 2 contracts
Samples: Master Note Purchase Agreement (Regis Corp), Note Purchase Agreement (Elkcorp)
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Subsidiary to, sell, lease, transfer transfer, abandon or otherwise dispose ofof assets (except for inventory and other assets sold, including by way leased, transferred or otherwise disposed of merger in the ordinary course of business for fair market value and except as provided in Section 10.3(a) or (collectively a “Disposition”c), any assets, in one or a series of transactions, to any Person, other than); provided that the foregoing restrictions do not apply to:
Appears in 2 contracts
Samples: Guaranty Agreement (Fuller H B Co), Guaranty Agreement (Fuller H B Co)
Sale of Assets. Except as permitted by Section 10.210.6, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Note Purchase Agreement (Pool Corp)
Sale of Assets. Except as permitted by Section 10.210.5, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “"Disposition”"), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. (a) Except as permitted by Section 10.2, the Company will not, and will not permit any a Restricted Subsidiary to, sell, lease, transfer or otherwise dispose ofof (collectively, including by way as further defined in clause (h) of merger (collectively this Section 10.11, a “Disposition”), ) any assets, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Second Amending Agreement (Penn West Petroleum Ltd.)
Sale of Assets. (a) Except as permitted by Section 10.2, the Company will not, and will not permit any a Restricted Subsidiary to, sell, lease, transfer or otherwise dispose ofof (collectively, including by way as further defined in clause (h) of merger (collectively this Section 10.10, a “Disposition”), ) any assets, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Second Amending Agreement (Penn West Petroleum Ltd.)
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other thanthan Dispositions in the ordinary course of business and Dispositions by a Restricted Subsidiary to the Company or another Wholly Owned Restricted Subsidiary, if:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “"Disposition”"), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.26.11, the Company Companies will not, and will not permit any other Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.27.07, the Company Obligors will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively collectively, a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Credit Agreement (UTi WORLDWIDE INC)
Sale of Assets. Except as permitted by Section 10.210.6, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively collectively, a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.210.7, the Company Obligors will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively collectively, a “Disposition”"), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.210.6, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer transfer, convey or otherwise dispose of, including by way of merger (collectively collectively, a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.210.6, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:; “
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer transfer, abandon or otherwise dispose of, including by way of merger assets (collectively a “Disposition”except assets sold in the ordinary course of business for fair market value and except as the sale of all or substantially all of the assets of the Company and its Restricted Subsidiaries as provided in Section 10.7(c), any assets, in one or a series of transactions, to any Person, other than); provided that the foregoing restrictions do not apply to:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.210.7, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively collectively, a “"Disposition”"), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Intercreditor Agreement (Talx Corp)
Sale of Assets. Except as permitted by Section 10.210.7, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively collectively, a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.210.6, the Parent and the Company will not, and will not permit any other Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Guaranty (Helmerich & Payne Inc)
Sale of Assets. Except as permitted by Section 10.210.7, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “"Disposition”"), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Note Purchase Agreement (Elkcorp)
Sale of Assets. Except as permitted by Section 10.210.6, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “"Disposition”"), any assets, including capital stock of Restricted Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Tetra Tech Inc
Sale of Assets. Except as permitted by Section 10.210.6, the Company will not, and nor will not it permit any Subsidiary to, sell, lease, transfer sell or otherwise dispose of, including by way of merger its property to any other Person (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other thanexcept:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.2, the The Company will shall not, and will shall not permit any Subsidiary thereof to, sell, lease, transfer or otherwise dispose of, including by way of merger assets (collectively a “Disposition”except assets sold in the ordinary course of business for fair market value and except as provided in Section 10.2(b), any assets, in one or a series of transactions, to any Person, other than); provided that the foregoing restrictions do not apply to:
Appears in 1 contract
Samples: Note Purchase Agreement (American Crystal Sugar Co /Mn/)
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger merger, any property, including capital stock of Subsidiaries (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:than (a) Dispositions of inventory and equipment in the ordinary course of business and (b) Strategic Divestitures completed in accordance with the terms of Section 9.10 with the prior written consent of the Required Holders].”
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.210.7, the Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Note Purchase Agreement (Alliance Data Systems Corp)
Sale of Assets. Except as permitted by Section 10.2, the Company will not, and will not permit the Trust or any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. Except as permitted by Other than in connection with a conveyance, transfer or lease of all or substantially all of the assets of the Company made in compliance with the provisions of Section 10.2, the Company will not, and nor will not it permit any Subsidiary to, sell, lease, transfer sell or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, in one or a series of transactions, its Property to any other Person, other thanexcept:
Appears in 1 contract
Samples: Vectren Corp
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer transfer, abandon or otherwise dispose of, including by way of merger assets (collectively a “Disposition”except assets sold in the ordinary course of business for fair market value and except as provided in SECTION 10.6), any assets, in one or a series of transactions, to any Person, other than; provided that the foregoing restrictions do not apply to:
Appears in 1 contract
Sale of Assets. Except as permitted by Section 10.2, the The Company will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger merger, any property, including capital stock of Subsidiaries (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Sale of Assets. (a) Except as permitted by Section 10.2, the Company will not, and will not permit any a Restricted Subsidiary to, sell, lease, transfer or otherwise dispose ofof (collectively, including by way as further defined in clause (g) of merger (collectively this Section 10.10, a “Disposition”), ) any assets, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Second Amending Agreement (Penn West Petroleum Ltd.)
Sale of Assets. Except as permitted by Section 10.210.4, the Company will not, and will not permit any Restricted Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively a “Disposition”), any assets, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Master Note Purchase Agreement (Ultra Petroleum Corp)
Sale of Assets. Except as permitted by Section 10.210.7, the Company Obligors will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of, including by way of merger (collectively collectively, a “"Disposition”"), any assets, including capital stock of Subsidiaries, in one or a series of transactions, to any Person, other than:
Appears in 1 contract
Samples: Agreement (UTi WORLDWIDE INC)