Common use of Disposal of Subsidiary Interests Clause in Contracts

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Loan Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 2 contracts

Sources: Financing Agreement (Accuray Inc), Financing Agreement (TCW Group Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens6.9, the Borrower shall not, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Loan Party (subject to the restrictions on such disposition otherwise imposed hereunder)Subsidiary of Borrower, or to qualify directors if required by applicable law.

Appears in 2 contracts

Sources: Credit Agreement (Waitr Holdings Inc.), Credit Agreement (Waitr Holdings Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c6.08 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.08(g) and except for Permitted Specified LiensLiens created under the Senior Secured Term Loan Credit Facility and subject to the Intercreditor Agreement, (a) no Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; , or (bii) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Loan Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 2 contracts

Sources: Abl Credit Agreement (Amscan Holdings Inc), Abl Credit Agreement (Amscan Holdings Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c6.09 and except for issuances of Capital Stock by Foreign Subsidiaries to make Permitted Acquisitions pursuant to Section 6.09(f) and except for Permitted Specified LiensLiens created under the Senior Secured Assed-Based Revolving Credit Facility and subject to the Intercreditor Agreement, (a) no Loan Party shall, nor shall it permit any of its Subsidiaries to, directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except (i) to qualify directors if required by applicable law; or (bii) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Loan Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 2 contracts

Sources: Term Loan Credit Agreement (Amscan Holdings Inc), Term Loan Credit Agreement (Amscan Holdings Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) 6.8, the Company shall not, and except for Permitted Specified Liensshall not permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to the Company or another Loan Party Subsidiary of the Company (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Day International Group Inc), Credit and Guaranty Agreement (Day International Group Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens6.7, the Company shall not, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to the Company or another Loan Party Wholly Owned Subsidiary of the Company (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 1 contract

Sources: Credit Agreement (Emc Corp)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) 6.7, Borrower shall not, and except for Permitted Specified Liensshall not permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its Subsidiaries, except to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 1 contract

Sources: Credit Agreement (Molycorp, Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens6.9, neither Intermediate Holdings, nor any Company shall, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to another Loan Party Intermediate Holdings or a Company (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Newtek Business Services Corp.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens6.9, no Credit Party shall, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except except, in each case, to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), ) or to qualify directors if required by applicable law.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Kraton Polymers LLC)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens6.9, no Credit Party shall, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, in each case, (i) except to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law; and (ii), except for pledges of such Capital Stock to Collateral Agent.

Appears in 1 contract

Sources: Senior Secured Superpriority Debtor in Possession Credit Agreement (Lehman Brothers Holdings Inc)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens6.9, no Credit Party shall, nor shall it permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to the Collateral Agent or to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Entravision Communications Corp)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests of any of its their Subsidiaries in compliance with the provisions of Section 7.02(c) 6.7, Molycorp shall not, and except for Permitted Specified Liensshall not permit any of its Subsidiaries to, (a) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its their Subsidiaries, except to qualify directors if required by applicable law; or (b) permit any of its their Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests of any of its their Subsidiaries, except to another Loan Credit Party (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 1 contract

Sources: Credit Agreement (Molycorp, Inc.)

Disposal of Subsidiary Interests. Except for any sale of all of its interests in the Equity Interests Capital Stock of any of its Subsidiaries in compliance with the provisions of Section 7.02(c) and except for Permitted Specified Liens12(b)(viii), the Company shall not, nor shall it permit any of its Subsidiaries to, (aA) directly or indirectly issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to qualify directors if required by applicable law; or (bB) permit any of its Subsidiaries directly or indirectly to issue, sell, assign, pledge or otherwise encumber or dispose of any Equity Interests Capital Stock of any of its Subsidiaries, except to the Company or another Loan Party Guarantor Subsidiary (subject to the restrictions on such disposition otherwise imposed hereunder), or to qualify directors if required by applicable law.

Appears in 1 contract

Sources: Secured Note (WorldSpace, Inc)