Common use of Transfer; Prohibited Change of Control Clause in Contracts

Transfer; Prohibited Change of Control. Borrower shall not Transfer any Collateral other than the replacement or other disposition of obsolete or non-useful personal property and fixtures in the ordinary course of business, and except as otherwise provided in Section 4.2 and Borrower shall not hereafter file a declaration of condominium with respect to any of the Properties. No Prohibited Change of Control shall occur. No transfers of any direct or indirect equity interests in any Borrower shall be permitted, except for (i) any such transfers that do not result in a Prohibited Change of Control, (ii) transfers of shares of common stock in Sears Holdings Corporation and (iii) any other such transfer for which Borrower shall have obtained Lender’s prior written consent. Notwithstanding the foregoing, Borrower may Transfer any Property provided that Borrower complies with the requirements of Section 1.6.

Appears in 2 contracts

Samples: Loan Agreement (Sears Holdings Corp), Loan Agreement

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Transfer; Prohibited Change of Control. Borrower shall not Transfer any Collateral other than the replacement or other disposition of obsolete or non-useful personal property and fixtures in the ordinary course of business, and except as otherwise provided in Section 4.2 and Borrower shall not hereafter file a declaration of condominium with respect to any of the Properties. No Prohibited Change of Control shall occur. No transfers of any direct or indirect equity interests in any Borrower shall be permitted, except for (i) any such transfers that do not result in a Prohibited Change of Control, (ii) transfers of shares of common stock in Sears Holdings Corporation and (iii) any other such transfer for which Borrower shall have obtained Lender’s prior written consent. Notwithstanding the foregoing, Borrower may Transfer any Property provided that the Borrower complies with the requirements of Section 1.6.

Appears in 2 contracts

Samples: Loan Agreement (Sears Holdings Corp), Loan Agreement (Sears Holdings Corp)

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Transfer; Prohibited Change of Control. Borrower shall not Transfer any Collateral other than the replacement or other disposition of obsolete or non-useful personal property and fixtures in the ordinary course of business, and except as otherwise provided in Section 4.2 4.2, and Borrower shall not hereafter file a declaration of condominium with respect to any of the Properties. No Prohibited Change of Control shall occur. No transfers of any direct or indirect equity interests in any Borrower shall be permitted, except for (i) any such transfers that do not result in a Prohibited Change of Control, (ii) transfers of shares of common stock in Sears Holdings Corporation and (iii) any other such transfer for which Borrower shall have obtained Lender’s prior written consent. Notwithstanding the foregoing, Borrower may Transfer transfer any Property provided that Borrower complies to a Person in connection with the requirements and arms’-length sale and release of such Property pursuant to Section 1.62.1.

Appears in 1 contract

Samples: Loan Agreement (Sears Holdings Corp)

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