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

Sale of Stock and Debt of Subsidiaries. The Borrower 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 Borrower or another Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Borrower and all Subsidiaries may be sold as an entirety for a cash consideration which represents their fair value (as determined in good faith by the Board of Directors of the Borrower), at the time of sale of the shares of stock and Debt so sold, and 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 Borrower and all Subsidiaries are simultaneously being sold as permitted by this Section 7.08).

Appears in 1 contract

Samples: Credit Agreement (Alexander & Baldwin Inc)

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Sale of Stock and Debt of Subsidiaries. The Borrower shall Shall not, and shall not permit any Subsidiary 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 Borrower Company or another Subsidiary, Subsidiary and except that all shares of stock and Debt Indebtedness of any Subsidiary at the time owned by or owed to the Borrower Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents their the fair value (as determined in good faith by the Board of Directors of the Borrower), Company) at the time of sale of the shares of stock and Debt Indebtedness so sold; PROVIDED that such sale or disposition does not violate Section 4.3.4 hereof; PROVIDED FURTHER that, and 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 Borrower Company, and all its Subsidiaries are simultaneously being sold as permitted by this Section 7.084.3.12).

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Equalnet Holding Corp)

Sale of Stock and Debt of Subsidiaries. The Borrower shall not, and shall Company will not permit any Subsidiary to, 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 Borrower Company or another a 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 Borrower Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents their the fair value (as determined in good faith by the Board of Directors of the Borrower), Company) at the time of sale of the shares of stock (or similar equity interests) and Debt so sold, and ; provided that (a) such sale or other disposition is treated as a Transfer of assets of such Subsidiary and is permitted by Section 10.7 and (b) 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 Borrower Company and all Subsidiaries are simultaneously being sold as permitted by this Section 7.08).10.8. D6

Appears in 1 contract

Samples: Note Purchase Agreement (Dentsply International Inc /De/)

Sale of Stock and Debt of Subsidiaries. The Borrower 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 Borrower or another Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Borrower and all Subsidiaries may be sold as an entirety for a cash consideration which represents their fair value (as determined in good faith by the Board of Directors of the Borrower), at the time of sale of the shares of stock and Debt so sold, and 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 Borrower and all Subsidiaries are simultaneously being sold as permitted by this Section 7.08).. ------------

Appears in 1 contract

Samples: Credit Agreement (Alexander & Baldwin Inc)

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Sale of Stock and Debt of Subsidiaries. The Borrower 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 Borrower Company or another Subsidiary, and except that all shares of stock and Debt of any Subsidiary at the time owned by or owed to the Borrower Company and all Subsidiaries may be sold as an entirety for a cash consideration which represents their the fair value (as determined in good faith by the Board of Directors of the Borrower), Company) at the time of sale of the shares of stock and Debt so sold; provided that (a) such sale or other disposition is treated as a Transfer of assets of such Subsidiary and is permitted by Section 10.6, and provided that (b) 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 Borrower Company and all Subsidiaries are simultaneously being sold as permitted by this Section 7.0810.7).

Appears in 1 contract

Samples: Note Purchase and Medium Term Note Agreement (Banta Corp)

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