(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except in compliance with Section 9.11. Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof).
Appears in 6 contracts
Samples: Credit Agreement (Atlas Resource Partners, L.P.), Credit Agreement (Atlas Resource Partners, L.P.), Credit Agreement (Atlas Resource Partners, L.P.)
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except in compliance with Section 9.119.12(d). Neither The Borrower and the Borrower nor any Restricted Subsidiaries shall have no Foreign Subsidiaries and each Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof)be a Wholly-Owned Subsidiary.
Appears in 4 contracts
Samples: Credit Agreement (New Source Energy Corp), Credit Agreement (New Source Energy Partners L.P.), Credit Agreement
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Restricted Subsidiary except in compliance with Section 9.119.12. Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (Subsidiaries. The Borrower will not permit any Person other than the Borrower or another Credit Party to own any Subsidiary that is organized under the laws of Canada or Equity Interests in any province or territory thereof)Guarantor.
Appears in 3 contracts
Samples: Credit Agreement (HighPeak Energy, Inc.), Credit Agreement (HighPeak Energy, Inc.), Credit Agreement (HighPeak Energy, Inc.)
(b). The Borrower shall will not, and shall will not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Restricted Subsidiary except (a) to the Borrower or another Restricted Subsidiary or (b) in compliance with Section 9.11. Neither the Borrower nor any Restricted Subsidiary shall will have any Foreign Subsidiaries (Subsidiaries. The Borrower will not permit any Equity Interests of any Restricted Subsidiary to be directly owned by any Person other than any Subsidiary that is organized under the laws of Canada Borrower or any province or territory thereof)another Restricted Subsidiary.
Appears in 3 contracts
Samples: Credit Agreement (Rice Energy Inc.), Credit Agreement (Rice Energy Inc.), Senior Secured Term (Rice Energy Inc.)
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except in compliance with Section 9.119.12. Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (Subsidiaries. The Borrower will not permit any Person other than the Borrower or another Credit Party to own any Subsidiary that is organized under the laws of Canada or Equity Interests in any province or territory thereof)Guarantor.
Appears in 3 contracts
Samples: Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.)
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except in compliance with Section 9.119.12(d). Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is are organized under the laws of Canada a jurisdiction other than the United States of America, any state thereof or any province or territory thereof)the District of Columbia.
Appears in 2 contracts
Samples: Credit Agreement (Santa Maria Energy Corp), Credit Agreement (Santa Maria Energy Corp)
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except in compliance with Section 9.11. Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof).
Appears in 2 contracts
Samples: Credit Agreement (Atlas Growth Partners, L.P.), Credit Agreement (Atlas Growth Partners, L.P.)
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except (a) to the Borrower or another Subsidiary or (b) in compliance with Section 9.1110.11(f). Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof)Subsidiaries.
Appears in 2 contracts
Samples: Credit Agreement (RSP Permian, Inc.), Credit Agreement (RSP Permian, Inc.)
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except in compliance with Section 9.1110.13(d). Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof)Subsidiaries.
Appears in 1 contract
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Restricted Subsidiary to any Person other than the Borrower or a Guarantor except in compliance with Section 9.119.12. Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof)Subsidiaries.
Appears in 1 contract
(b). The Borrower shall will not, and shall will not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except (a) to the Borrower or another Subsidiary or (b) in compliance with Section 9.11. Neither the Borrower nor any Restricted Subsidiary shall will have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof)Subsidiaries.
Appears in 1 contract
Samples: Credit Agreement (Rice Energy Inc.)
(b). The Borrower shall not, and shall not permit any Restricted Subsidiary to, sell, assign or otherwise dispose of any Equity Interests in any Subsidiary except in compliance with Section 9.119.12(d). Neither the Borrower nor any Restricted Subsidiary shall have any Foreign Subsidiaries (other than any Subsidiary that is organized under the laws of Canada or any province or territory thereof)Subsidiaries.
Appears in 1 contract
