Common use of Structural Changes Clause in Contracts

Structural Changes. Seller shall not enter into any merger or consolidation or adopt, file, or effect a Division, or liquidate, wind up or dissolve, or sell all or substantially all of its assets or properties, or permit any changes in the ownership of the Equity Interests of Seller, without the consent of Buyer. Seller shall ensure that all Equity Interests of Seller shall continue to be directly owned by the owner or owners thereof as of the date hereof. Seller shall ensure that neither the Equity Interests of Seller nor any property or assets of Seller shall be pledged to any Person other than Buyer. Other than the transfer of Purchased Assets in accordance with the terms of a Master Bill of Sale and purchases and sales of Assets in compliance with the terms hereof, Seller shall not enter into any transaction with an Affiliate of Seller unless (a) Seller notifies Buyer of such transaction at least ten (10) days before entering into it, and (b) such transaction is on market and arm’s length terms and conditions, as demonstrated in Seller’s notice.

Structural Changes. Seller shall not enter into any merger or consolidation or adopt, file, or effect a Division, or liquidate, wind up or dissolve, or sell all or substantially all of its assets or properties, or permit any changes in the ownership of the Equity Interests of Seller, without the consent of Buyer. Seller shall ensure that all Equity Interests of Seller shall continue to be directly owned by the owner or owners thereof as of the date hereof. Seller shall ensure that neither the Equity Interests of Seller nor any property or assets of Seller shall be pledged to any Person other than Buyer. Other than the transfer of Purchased Assets in accordance with the terms of a Master Bill Xxxx of Sale and purchases and sales of Assets in compliance with the terms hereof, Seller shall not enter into any transaction with an Affiliate of Seller unless (a) Seller notifies Buyer of such transaction at least ten (10) days before entering into it, and (b) such transaction is on market and arm’s length terms and conditions, as demonstrated in Seller’s notice.

Structural Changes. Seller shall not enter into any merger or consolidation or adopt, file, or effect a Divisionconsolidation, or liquidate, wind up or dissolve, or sell all or substantially all of its assets or propertiesproperties (other than to Buyer in connection with Transactions), or permit any changes in the ownership of the its Equity Interests that will result in a Change of SellerControl, without the consent of Buyer. Seller shall ensure that all Equity Interests of Seller shall continue , such consent not to be directly owned by the owner or owners thereof as of the date hereofunreasonably withheld. Seller shall ensure that neither the Equity Interests of Seller nor any property or assets of Seller shall be pledged to any Person other than Buyer. Other than the transfer of Purchased Assets in accordance with the terms of a Master Bill of Sale and purchases and sales of Assets in compliance with the terms hereof, Seller shall not enter into any transaction with an Affiliate of Seller (other than the execution of the Servicing and Sub-Servicing Agreement and the purchase by Seller of any Purchased Asset in connection with the sale thereof by Seller to Buyer as contemplated by this Agreement) unless (a) Seller notifies Buyer of such transaction at least ten (10) days before entering into it, and (b) such transaction is on market and arm’s arm’s-length terms and conditions, as demonstrated in Seller’s notice.