Permitted Fundamental Changes means transactions permitted under Section 9.03 or other transactions as may be expressly permitted or consented to from time to time in accordance with Section 14.04.
Permitted Fundamental Changes means (i) so long as no Default or Event of Default has occurred and is continuing or would result thereform, any merger or consolidation between or among Loan Parties, provided that (y) Borrower must be the surviving entity of any such merger or consolidation to which it is a party and (z) no merger or consolidation may occur between or among Parent and any other Loan Party, (ii) any merger or consolidation between or among Loan Parties (other than Parent) and Subsidiaries of Parent that are not Loan Parties so long as (y) a Loan Party is the surviving entity of any such merger or consolidation and (z) no Event of Default has occurred and is continuing or would result from such merger or consolidation, (iii) any merger or consolidation between or among Subsidiaries of Parent that are not Loan Parties, provided, that (y) if any involved Subsidiary is organized under the laws of the United States, any state thereof, or the District of Columbia, the survivor of such merger or consolidation must also be organized under the laws of the United States, any state thereof, or the District of Columbia) and (z) if the Stock (or any portion thereof) of any involved Subsidiary is subject to a Lien in favor of Agent, the Stock of the surviving Subsidiary of the merger or consolidation must be subject to a Lien in favor of Agent, (iv) the liquidation, winding up, or dissolution of a Subsidiary of Parent that is not a Loan Party (other than any such Subsidiary the Stock of which (or any portion thereof) is subject to a Lien in favor of Agent, unless the assets of such liquidating, winding up, or dissolving Subsidiary are transferred to (y) a Loan Party (other than Parent) or (z) another Subsidiary of Parent the Stock of which is subject to a Lien in favor of Agent (provided, that if the liquidating, winding up, or dissolving Subsidiary is organized under the laws of the United States, any state thereof, or the District of Columbia, the Subsidiary to which such assets are transferred must also be organized under the laws of the United States, any state thereof, or the District of Columbia)) so long as all of the assets of such liquidating, winding up, or dissolving Subsidiary are transferred to a Subsidiary of Parent that is not liquidating, winding up, or dissolving, or (v) so long as no Event of Default has occurred and is continuing or would result therefrom, transfers of assets between Borrower and ACME to the extent that Borrower has obtained each consent or waiver u...
Permitted Fundamental Changes means, with respect to the Borrower or the Double E Joint Venture, as applicable: (a) the Borrower may change its legal form if the Borrower determines in good faith that such action is in the best interest of the Borrower, as applicable, and if not materially disadvantageous to the Lenders; it being understood that a change in the status of the Borrower that causes the Borrower to no longer be treated as a disregarded entity for tax purposes shall be deemed to be materially disadvantageous to the Lenders; it being understood that a Division/Series Transaction with respect to the Borrower shall be deemed to be materially disadvantageous to the Lenders; and (b) so long as no Event of Default exists or would immediately result therefrom, and subject to clause (z) above, the Borrower may merge into or consolidate with any other Person; provided that (i) the Borrower shall be the continuing or surviving limited liability company or (ii) if the Person formed by or surviving any such merger or consolidation is not the Borrower (any such Person, the “Successor Company”), (A) the Successor Company shall be an entity organized or existing under the Laws of the United States, 192 KE 73718588.20 US-DOCS\142539518.
Examples of Permitted Fundamental Changes in a sentence
Directly or indirectly enter into or permit to exist any material transaction with any Affiliate of any Borrower except for (a) Permitted Fundamental Changes, (b) the transactions described on Schedule 7.15, and (c) transactions that are (i) in the ordinary course of such Borrower's business, (ii) upon fair and reasonable terms, (iii) are fully disclosed to Foothill, and (iv) are no less favorable to such Borrower than would be obtained in an arm's length transaction with a non-Affiliate.
Schedule 7.5 Permitted Fundamental Changes VeraSun Biodiesel, LLC may enter into any merger, consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution), or convey, Dispose of, all or substantially all of its Property, business or assets.
More Definitions of Permitted Fundamental Changes
Permitted Fundamental Changes means, with respect to the Borrower or the Double E Joint Venture, as applicable:
Permitted Fundamental Changes means: (a) the conversion of the Subordinated Notes into equity securities of Midcom, so long as no Change of Control would result therefrom; (b) the merger of any Non-Material Subsidiary with and into any Borrower, so long as that Borrower is the surviving corporation; (c) so long as no Event of Default has occurred and is continuing or would result therefrom, the merger of any Borrower with and into any other Borrower; provided, however, that (i) the proposed surviving Borrower shall provide Foothill at least 30 days prior written notice of such merger and shall deliver to Foothill such documents as Foothill may reasonably request for the purpose of perfecting or maintaining the perfection or priority of any Liens Foothill may have on any Collateral affected by any such transaction (including financing statements, fixture filings, and Collateral Access Agreements), and (ii) in any such merger involving Midcom, the surviving corporation of such merger shall be Midcom; and (d) so long as no Event of Default has occurred and is continuing or would result therefrom, the sale, transfer, or other disposition by any Borrower other than Midcom of all or substantially all of its assets to any other Borrower; provided, however, that the proposed transferee Borrower shall provide Foothill at least 30 days prior written notice of such sale, transfer, or other disposition and shall deliver to Foothill such documents as Foothill may reasonably request for the purpose of perfecting or maintaining the perfection or priority of any Liens Foothill may have on any Collateral affected by any such sale, transfer, or other disposition (including financing statements, fixture filings, and Collateral Access Agreements).
Permitted Fundamental Changes means transactions permitted under Section 9.03 or other transactions as may be expressly permitted or consented to from time to time in accordance with Section 14.04. “Permitted Indebtedness” means any Indebtedness permitted under Section 9.01 or other Indebtedness as may be expressly permitted or consented to from time to time in accordance with Section 14.04. “Permitted Liens” means any Liens permitted under Section 9.02 or otherwise expressly permitted or consented to under this Agreement to the extent amended or otherwise modified after the Restatement Date pursuant Section 14.04.