Changes/Mergers. Liquidate or dissolve; or enter into any consolidation, merger or other combination in which the stockholders of the Borrower immediately prior to the first such transaction own less than 50% of the voting stock of the Borrower immediately after giving effect to such transaction or related series of such transactions, except that Borrower may consolidate or merge so long as: (A) the entity that results from such merger or consolidation (the “Surviving Entity”) shall have executed and delivered to Lender an agreement in form and substance reasonably satisfactory to Lender, containing an assumption by the Surviving Entity of the due and punctual payment and performance of all Obligations and performance and observance of each covenant and condition of Borrower in the Loan Documents; (B) all such obligations of the Surviving Entity to Lender shall be guaranteed by any entity that directly or indirectly owns or controls more than 50% of the voting stock of the Surviving Entity; (C) immediately after giving effect to such merger or consolidation, no Event of Default or, event which with the lapse of time or giving of notice or both, would result in an Event of Default shall have occurred and be continuing; and (D) the credit risk to Lender, in its sole discretion, of the Surviving Entity shall not be increased. In determining whether the proposed merger or consolidation would result in an increased credit risk, Lender may consider, among other things, changes in Borrower’s management team, employee base, access to equity markets, venture capital support, financial position and/or disposition of intellectual property rights which may reasonably be anticipated as a result of the transaction.
Changes/Mergers. Liquidate or dissolve, or enter into any consolidation, merger, partnership, joint venture or other combination that would constitute a Material Adverse Change.
Changes/Mergers. Liquidate or dissolve, or enter into any consolidation, merger, partnership, joint venture or other combination except ------ for joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower's industry for businesses in the development stage of Borrower and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of assets to such joint venture or other entity; prepay any subordinated debt, debt for borrowed money, or debt secured by any permitted Lien, or enter into or modify any agreement as a result of which the terms of payment of any such debt are waived or modified.
Changes/Mergers. Liquidate or dissolve, or enter into any consolidation, merger, partnership, joint venture or other combination except for joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower's industry for businesses in the development stage of Borrower and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of assets to such joint venture or other entity.
Changes/Mergers. Liquidate or dissolve, or enter into any consolidation, merger, where Borrower is the surviving entity and which would not reasonably be expected to increase the credit risk of Borrower to Lender.
Changes/Mergers. Lessee will not, and will not permit any Subsidiary to (a) liquidate, dissolve or enter into any consolidation, merger, partnership, joint venture or other combination, (b) convey, sell or lease all or the greater part of its assets or business, or (c) purchase or release all or the greater part of the assets or business of another if the total purchase price exceeds Thirty Million Dollars ($30,000,000) or the cash consideration exceeds Fifteen Million Dollars ($15,000,000) except for: (i) the acquisition of Pacific Microwave Corporation by March 31, 2001 and (ii) the sale of Xxxxxxxx Inc. assets.
Changes/Mergers. Without the prior written consent of Lender (which consent shall not be unreasonably withheld and shall be deemed given if Lender shall have failed to notify Borrower of its withholding of consent for 30 or more days after Borrower's request therefor), liquidate or dissolve, or enter into any consolidation, merger, partnership, joint venture or other combination except for joint ventures, strategic alliances, licensing and similar ------ arrangements customary in Borrower's industry for businesses in the development stage of Borrower and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of assets to such joint venture or other entity; prepay any subordinated debt, debt for borrowed money, or debt secured by any Permitted Lien, or enter into or modify any agreement as a result of which the terms of payment of any such debt are waived or modified.
Changes/Mergers. Borrower will not changes its name; liquidate or dissolve, or enter into any consolidation, merger, partnership, joint venture or other combination; redeem, purchase, retire or otherwise acquire any shares of any class of capital stock of Borrower in excess of Ten Million Dollars ($10,000,000); prepay any subordinated debt, debt for borrowed money, or debt secured by any permitted Lien, or enter into or modify any agreement as a result of which the terms of payment of any such debt are waived or modified.
Changes/Mergers. Liquidate or dissolve, or enter into any consolidation, merger, partnership, joint venture or other combination except for joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower's industry for businesses in the development stage of Borrower and which do not require Borrower to assume or otherwise become liable for the obligations of any third party not directly related to or arising out of such arrangement or, without the prior written consent of Lender, require Borrower to transfer ownership of assets to such joint venture or other entity; prepay any subordinated debt, debt for borrowed money, or debt secured by any permitted Lien, or enter into or modify any agreement as a result of which the terms of payment of any such debt are waived or modified provided, however, Borrower may prepay its revolving Loan with Silicon valley Bank.
Changes/Mergers. Liquidate or dissolve, or enter into any consolidation, merger, partnership, joint venture or other combination except: (a) joint ventures, strategic alliances, licensing and similar arrangements customary in Borrower's industry, or (b) mergers or consolidations in which the surviving entity:
