Subsidiary Stock and Indebtedness. The Borrower will not:
(a) directly or indirectly sell, assign, pledge or otherwise dispose of any Indebtedness of or any shares of stock or similar interests of (or warrants, rights or options to acquire stock or similar interests of) any Restricted Subsidiary, except to a Wholly-Owned Restricted Subsidiary;
(b) permit any Restricted Subsidiary directly or indirectly to sell, assign, pledge or otherwise dispose of any Indebtedness of the Borrower or any other Restricted Subsidiary, or any shares of stock or similar interests of (or warrants, rights or options to acquire stock or similar interests of) any other Restricted Subsidiary, except to the Borrower or a Wholly-Owned Restricted Subsidiary;
(c) permit any Restricted Subsidiary to have outstanding any shares of stock or similar interests which are preferred over any other shares of stock or similar interests in such Restricted Subsidiary owned by the Borrower or a Wholly-Owned Restricted Subsidiary unless such shares of preferred stock or similar interests are owned by the Borrower or a Wholly-Owned Restricted Subsidiary; or
(d) permit any Restricted Subsidiary directly or indirectly to issue or sell (including without limitation in connection with a merger or consolidation of such Subsidiary otherwise permitted by Section 8.8(a)) any shares of its stock or similar interests (or warrants, rights or options to acquire its stock or similar interests) except to the Borrower or a Wholly-Owned Restricted Subsidiary; provided, that (i) any Restricted Subsidiary may sell, assign or otherwise dispose of Indebtedness of the Borrower if, assuming such Indebtedness were incurred immediately after such sale, assignment or disposition, such Indebtedness would be permitted under Section 8.1 (other than Section 8.1(c)) (in which case such Indebtedness need not be subject to the subordination provisions required by Section 8.1(c)) and (ii) subject to compliance with Section 8.8(c), all Indebtedness and shares of stock or partnership interests of any Restricted Subsidiary owned by the Borrower or any other Restricted Subsidiary may be simultaneously sold as an entirety for an aggregate consideration at least equal to the fair value thereof (as determined in good faith by the General Partner) at the time of such sale if (x) such Restricted Subsidiary does not at the time own (A) any Indebtedness of the Borrower or any other Restricted Subsidiary (other than Indebtedness which, if incurred immediately after such transac...
Subsidiary Stock and Indebtedness. 89 8.8 Consolidation, Merger, Sale of Assets, etc................................................... 90 8.9
Subsidiary Stock and Indebtedness. The Company will not, and will not permit any Subsidiary to:
(a) directly or indirectly sell, assign, pledge or otherwise dispose of any shares of stock of (or warrants, rights or options to acquire stock of) any Subsidiary except to a Wholly-Owned Subsidiary or a corporation that becomes a Wholly-Owned Subsidiary upon consummation of the transaction, or as directors' qualifying shares if required by applicable law;
(b) permit any Subsidiary directly or indirectly to sell, assign, pledge or otherwise dispose of any shares of stock of (or warrants, rights or options to acquire stock of) any other Subsidiary, except to the Company or a Wholly-Owned Subsidiary or as directors' qualifying shares if required by applicable law;
(c) permit any Subsidiary to have outstanding any shares of Preferred Stock other than shares of Preferred Stock which are owned by the Company or a Wholly-Owned Subsidiary; or
(d) permit any Subsidiary directly or indirectly to issue or sell (including, without limitation, in connection with a merger or consolidation of a Subsidiary otherwise permitted by section 10.7(a)) any shares of its stock (or warrants, rights or options to acquire its stock) except to the Company, a Wholly-Owned Subsidiary or a corporation that becomes a Wholly-Owned Subsidiary upon consummation of the transaction, or as directors' qualifying shares if required by applicable law.
Subsidiary Stock and Indebtedness. (i) The Borrower will not permit any of its Subsidiaries directly or indirectly to issue or sell any Equity Interest of such Subsidiary of the Borrower to any Person other than the Borrower or a Wholly-Owned Subsidiary of the Borrower except (a) for the purpose of qualifying directors or (b) in satisfaction of pre-emptive rights of holders of minority interests which are triggered by an issuance of Equity Interests to the Borrower or a Subsidiary of the Borrower and permit such holders to maintain their pro rata interests.
(ii) The Borrower will not directly or indirectly sell, assign, pledge or otherwise dispose of any Equity Interest in or any Indebtedness of any of its Subsidiaries, and will not permit any of its Subsidiaries directly or indirectly to sell, assign, pledge or otherwise dispose of any Equity Interest in or any Indebtedness of any other Subsidiary of the Borrower except to the Borrower or a Wholly-Owned Subsidiary of the Borrower, unless
Subsidiary Stock and Indebtedness. 9 Section 5.5. Consolidation, Merger, Sale of Assets, etc.. . . . . 10 Section 5.6.
Subsidiary Stock and Indebtedness. 27 10.10. Corporate Existence, etc.; Business . . . . . . . . . . 28 10.11. Payment of Taxes and Claims . . . . . . . . . . . . . . 28 10.12.
Subsidiary Stock and Indebtedness. The Company will not, and will not permit any Subsidiary to: (a) directly or indirectly sell, assign, pledge or otherwise dispose of any Debt of or any shares of stock of (or warrants, rights or options to acquire stock of) any Subsidiary except to a Wholly-Owned Subsidiary, or as directors' qualifying shares if required by applicable law or as permitted by subdivision (f) of section 10.2;
Subsidiary Stock and Indebtedness. The Company will not, and will not permit any Subsidiary to:
(a) directly or indirectly sell, assign, pledge or otherwise dispose of any Debt of or any shares of stock of (or warrants, rights or options to acquire stock of) any Subsidiary, except to a Subsidiary or as directors' qualifying shares if required by applicable law;
(b) permit any Subsidiary directly or indirectly to sell, assign, pledge or otherwise dispose of any Debt of the Company or any other Subsidiary, or any shares of stock of (or warrants, rights or options to acquire stock of) any other Subsidiary, except to the Company or a Wholly-Owned Subsidiary or as directors' qualifying shares if required by applicable law;
(c) permit any Subsidiary to have outstanding any shares of Preferred Stock other than the Series B Preferred Stock, no par value per share, of M&EC outstanding on the date hereof and shares of Preferred Stock which are owned by the Company or a Subsidiary; or
(d) permit any Subsidiary directly or indirectly to issue or sell (including, without limitation, in connection with a merger or consolidation of a Subsidiary otherwise permitted by section 10.7(a)) any shares of its stock (or warrants, rights or options to acquire its stock) except to the Company or a Subsidiary or as directors' qualifying shares if required by applicable law, except as permitted in section 10.7.
Subsidiary Stock and Indebtedness. 87 8.8 Consolidation, Merger, Sale of Assets, etc.................................................. 88 8.9 Use of Proceeds............................................................................. 92 8.10 Change in Business.......................................................................... 92 8.11 Accounting Changes.......................................................................... 92 8.12 Clean Down.................................................................................. 93 8.13 Receivables................................................................................. 93
Subsidiary Stock and Indebtedness. 26 9.10 Corporate Existence, Business and Franchise Relations................27 9.11
