Common use of Sale of Stock and Debt of Subsidiaries Clause in Contracts

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except to the Company or a Domestic Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, that (i) such sale or other disposition, if treated as a Transfer of Property of such Subsidiary, would be permitted by paragraph 6C(6) and (ii) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(12)).

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except to the Company or a Domestic Wholly-Owned Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (i) such sale or other disposition, if treated as a Transfer of Property assets of such Subsidiary, would be permitted by paragraph 6C(6) and (ii) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell The Company shall not, and shall not permit any Subsidiary to, sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except to the Company or a Domestic another Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (ia) such sale or other disposition, if disposition is treated as a Transfer of Property assets of such Subsidiary, would be Subsidiary and is permitted by paragraph 6C(6) Section 10.6, and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(12)Section 10.7).

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except to the Company or a Domestic Wholly-Owned Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (i) such sale or other disposition, if treated as a Transfer of Property of such Subsidiary, would be permitted by paragraph 6C(66B(3) (iv), and (ii) further provided that, at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126B(7)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock stock, Debt or Debt partnership or other interests of any Subsidiary, except (i) to the Company Partnership, the REIT or a Domestic SubsidiaryWholly Owned Subsidiary of either, and except (ii) for issuance of Subsidiary Debt in compliance with paragraph 6C(1) or (iii) that all shares of stock (or partnership or other interests, as the case may be) and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries Partnership, the REIT, and/or any Subsidiary may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Partnership or the Board of Directors of the CompanyREIT, as applicable) at the time of sale of the shares of stock and Debt so sold; provided, that (iprovided that(A) such sale or other disposition, if treated as a Transfer of Property of such Subsidiary, would be disposition is permitted by paragraph 6C(66C(5) and (iiB) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of equity interests in any other Subsidiary (unless all of the shares of stock and Debt of equity interests in such other Subsidiary owned, directly or indirectly, by the Company and all Partnership, the REIT or the Subsidiaries of either are simultaneously being sold as permitted by this paragraph 6C(12Paragraph 6C(3)).;

Sale of Stock and Debt of Subsidiaries. Sell The Company will not sell or otherwise dispose of, or part with control of, any shares of stock (or similar equity interests) or Debt of any Subsidiary, except to the Company or a Domestic Wholly-Owned Subsidiary, and except that all shares of stock (or similar equity interests) and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock (or similar equity interests) and Debt so sold; provided, provided that (ia) such sale or other disposition, if disposition is treated as a Transfer of Property assets of such Subsidiary, would be Subsidiary and is permitted by paragraph 6C(6) Section 10.7 and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (Subsidiary, unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(12)).Section 10.8. D6

Sale of Stock and Debt of Subsidiaries. Sell With the exception of the InfoSoft Sale, sell or otherwise dispose of, or part with control of, any shares of stock (or similar equity interests) or Debt of any Subsidiary, except to the Company or a Domestic Wholly-Owned Subsidiary, and except that all shares of stock (or similar equity interests) and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock (or similar equity interests) and Debt so sold; provided, provided that (i) such sale or other disposition, if disposition is treated as a Transfer of Property assets of such Subsidiary, would be Subsidiary and is permitted by paragraph 6C(66B(3) and (ii) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (Subsidiary, unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126B(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except (i) to the Company or a Domestic Wholly-Owned Restricted Subsidiary, and except (ii) that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (ia) such sale or other disposition, if treated as a Transfer of Property assets of such Subsidiary, would be permitted by paragraph 6C(66B(6) and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126B(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Funded or Current Debt of any Subsidiary, except to the Company or a Domestic another Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries any Subsidiary may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (i) such sale or other disposition, if treated as a Transfer of Property the assets of such SubsidiarySubsidiary do not constitute 10% or more of Consolidated Tangible Gross Worth for the fiscal year then most recently ended and that such Subsidiary shall not have contributed 10% or more of Consolidated Net Earnings for any of the three fiscal years then most recently ended, would be permitted by paragraph 6C(6) and (ii) further provided that, at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock stock, partnership interests, membership interests or other equity interests in, or Debt of, any Subsidiary (in the case of the Company) or any other Subsidiary (in the case of a Subsidiary), except (i) a sale to the Company or a Domestic Subsidiary, Wholly-Owned Subsidiary and except that (ii) a sale of all shares of stock equity interests and Debt of any Subsidiary at the time owned by or owed to the Company and all one or more Subsidiaries may be if sold as an entirety entirety; provided that in the case of the preceding clause (ii), (a) such sale shall be for a cash consideration (at least 75% of which shall be cash) which represents the fair value at the time of sale of the equity interests and Debt so sold (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided), that (ib) such sale or other disposition, if is treated as a Transfer of Property assets of such Subsidiary, would be Subsidiary and is permitted by paragraph 6C(6) and (iic) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock equity interests or Debt of any other Subsidiary (unless all of the shares of stock equity interests and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock (except Directors' qualifying shares) or Debt of any Subsidiary, except to the Company or a Domestic another Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety to any Person for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (ia) the sale of -------- such sale or other disposition, if Subsidiary shall be treated as a Transfer sale of Property the assets of such Subsidiary, would be Subsidiary and is permitted by clause (iii) of paragraph 6C(6) and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary or of the Company (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, Transfer any shares of stock or Debt of any Subsidiary, except that (i) such shares of stock or Debt may be Transferred to the Company or a Domestic Non-Dilutive Subsidiary, (ii) such shares of stock ma y be Transferred to the extent such Subsidiary will continue to be a Subsidiary thereafter and except that such Transfer is treated as a pro rata Transfer of assets of such Subsidiary and is permitted by clause (v) of paragraph 6B(5) or (iii) all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; providedprovided that in the case of the foregoing clause (iii), that (ia) such sale or other disposition, if disposition is treated as a Transfer of Property assets of such Subsidiary, would be Subsidiary and is permitted by clause (v) of paragraph 6C(66 B(5) and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the t he Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126B(4)).;

Sale of Stock and Debt of Subsidiaries. Sell Shall not, and shall not permit any of its Subsidiaries to, sell or otherwise dispose of, or part with control of, any shares of stock or Debt Indebtedness of any Subsidiary, except to the Company or a Domestic Subsidiary, another Subsidiary and except that all shares of stock and Debt Indebtedness of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt Indebtedness so sold; provided, PROVIDED that (i) such sale or other dispositiondisposition does not violate Section 4.3.4 hereof; PROVIDED FURTHER that, if treated as a Transfer of Property of such Subsidiary, would be permitted by paragraph 6C(6) and (ii) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt Indebtedness of any other Subsidiary (unless all of the shares of stock and Debt Indebtedness of such other Subsidiary owned, directly or indirectly, by the Company Company, and all its Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(12)Section 4.3.12).

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except to the Company or a Domestic Restricted Subsidiary, and except that all shares of stock and Debt of any Subsidiary (other than the Facilities Subsidiary) at the time owned by or owed to the Company and all its Restricted Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors Responsible Representatives of the CompanyGeneral Partner) at the time of sale of the shares of stock and Debt so sold; provided, sold- provided that (i) such sale or other disposition, if treated as a Transfer of Property the assets of such SubsidiarySubsidiary do not include any assets which could not be disposed of pursuant to the provisions of paragraph 6B(5) unless the conditions to the sale of such assets set forth in paragraph 6B(5) are complied with, would be permitted by paragraph 6C(6) and (ii) further provided that, at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all its Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126B(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except (i) to the Company or a Domestic Wholly-Owned Subsidiary, and except (ii) that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, PROVIDED that (ia) such sale or other disposition, if treated as a Transfer of Property assets of such Subsidiary, would be permitted by paragraph 6C(6) and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell Shall not, and shall not permit any of its Subsidiaries to, sell or otherwise dispose of, or part with control of, any shares of stock or Debt Indebtedness of any Subsidiary, except to the Company or a Domestic Subsidiary, another Subsidiary and except that all shares of stock and Debt Indebtedness of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt Indebtedness so sold; provided, provided that (i) such sale or other dispositiondisposition does not violate Section 4.3.4 hereof; provided further that, if treated as a Transfer of Property of such Subsidiary, would be permitted by paragraph 6C(6) and (ii) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt Indebtedness of any other Subsidiary (unless all of the shares of stock and Debt Indebtedness of such other Subsidiary owned, directly or indirectly, by the Company Company, and all its Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(12)Section 4.3.12).

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except (i) to the Company or a Domestic Wholly-Owned Subsidiary, and except (ii) that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (ia) such sale or other disposition, if treated as a Transfer of Property assets of such Subsidiary, would be permitted by paragraph 6C(6) and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose dispense of, or part with control of, any shares of stock or Debt of any Subsidiary, except to the Company or a Domestic Wholly-Owned Subsidiary, and except that all shares of stock and Debt of any Subsidiary (other than Electronic) at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (i) such sale or other disposition, if disposition is -------- treated as a Transfer of Property the assets of such Subsidiary, would be Subsidiary and is permitted by paragraph 6C(6) and (ii) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except to the Company or a Domestic Restricted Subsidiary, and except that all shares of stock and Debt of any Subsidiary (other than the Facilities Subsidiary) at the time owned by or owed to the Company and all its Restricted Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors Responsible Representatives of the CompanyGeneral Partner) at the time of sale of the shares of stock and Debt so sold; provided, provided that (i) such sale or other disposition, if treated as a Transfer of Property the assets of such SubsidiarySubsidiary do not include any assets which could not be disposed of pursuant to the provisions of paragraph 6B(5) unless the conditions to the sale of such assets set forth in paragraph 6B(5) are complied with, would be permitted by paragraph 6C(6) and (ii) further provided that, at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all its Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126B(4)).;

Sale of Stock and Debt of Subsidiaries. Sell or otherwise dispose of, or part with control of, any shares of stock or Debt of any Subsidiary, except (i) to the Company or a Domestic Wholly-Owned Subsidiary, and except (ii) that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt so sold; provided, provided that (ia) such sale or other disposition, if treated as a Transfer of Property assets of such Subsidiary, would be permitted by paragraph 6C(6) and (iib) at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt of any other Subsidiary (unless all of the shares of stock and Debt of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(126C(4)).;

Sale of Stock and Debt of Subsidiaries. Sell Without the prior written consent of Prudential, which consent shall be at its sole discretion, the Company shall not and shall not permit any Subsidiary to sell or otherwise dispose of, or part with control of, any shares of stock or Debt Indebtedness of any Subsidiary, except to the Company or a Domestic another Subsidiary, and except that all shares of stock and Debt Indebtedness of any Subsidiary at the time owned by or owed to the Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents the fair value (as determined in good faith by the Board of Directors of the Company) at the time of sale of the shares of stock and Debt Indebtedness so sold; provided, provided that (i) such sale or other disposition, if treated as a Transfer of Property the assets of such SubsidiarySubsidiary do not constitute a Substantial Part of the consolidated assets of the Company and all Subsidiaries and that the earnings of such Subsidiary shall not have constituted a Substantial Part of Consolidated Net Earnings for any of the three Fiscal Years then most recently ended, would be permitted by paragraph 6C(6) and (ii) further provided that, at the time of such sale, such Subsidiary shall not own, directly or indirectly, any shares of stock or Debt Indebtedness of any other Subsidiary (unless all of the shares of stock and Debt Indebtedness of such other Subsidiary owned, directly or indirectly, by the Company and all Subsidiaries are simultaneously being sold as permitted by this paragraph 6C(12)6E).