Common use of Divisions Clause in Contracts

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 12 contracts

Samples: Loan Agreement (Cooper Companies, Inc.), Credit Agreement (DigitalOcean Holdings, Inc.), Credit Agreement (Stoneridge Inc)

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Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): ), including but not limited to the Delaware Limited Liability Company Act: (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 7 contracts

Samples: First Lien Credit and Guaranty Agreement (RadNet, Inc.), Assignment and Assumption (MKS Instruments Inc), Term Loan Credit Agreement (MKS Instruments Inc)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): ), including the Delaware Limited Liability Company Act: (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 5 contracts

Samples: Credit Agreement (NeueHealth, Inc.), Credit Agreement (Bright Health Group Inc.), Credit Agreement (Bright Health Group Inc.)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s lawsLegal Requirements): (a) if any asset, Property, right, obligation obligation, or liability of any Person that is a limited liability company becomes the asset, Property, right, obligation obligation, or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 5 contracts

Samples: Borrowing Base Increase Agreement (Penn Virginia Corp), Credit Agreement (Penn Virginia Corp), Borrowing Base Increase Agreement

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): ), including the Delaware Limited Liability Company Act: (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests Capital Securities at such time.

Appears in 3 contracts

Samples: Credit Agreement (Centene Corp), Credit Agreement (Centene Corp), Credit Agreement (Centene Corp)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws) (a “Division”): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized and acquired on the first date of its existence by the holders of its Equity Interests equity interests at such time.

Appears in 2 contracts

Samples: Term Loan Agreement (V F Corp), Term Loan Agreement (V F Corp)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): ) (a “Division”), if (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent PersonPerson pursuant to a Disposition, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 2 contracts

Samples: Credit Agreement (Allegro Microsystems, Inc.), Credit Agreement (Allegro Microsystems, Inc.)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division of a limited liability company under the Delaware Limited Liability Company Act (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests equity interests at such time.

Appears in 2 contracts

Samples: Credit Agreement (Renaissancere Holdings LTD), Credit Agreement (Renaissancere Holdings LTD)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under Section 18-217 of the Delaware Limited Liability Company Act (or any comparable event under the Delaware Limited Liability Company Act or a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, Person and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized and acquired on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Best Buy Co Inc)

Divisions. For all purposes under the Loan DocumentsDocuments and the Unsecured ProFrac Guarantee, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests equity interests at such time.

Appears in 1 contract

Samples: Term Loan Credit Agreement (ProFrac Holding Corp.)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Blue Bird Corp)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan “Division” (as defined in Section 18-217 of division under the Delaware Limited Liability Company Act (Act) or similar organizational change that may hereafter be permitted under any comparable event under a different jurisdiction’s laws): applicable statute: (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests Capital Stock at such time.

Appears in 1 contract

Samples: Credit Agreement (Avanos Medical, Inc.)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Blue Bird Corp)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): ) (a “Division”), if (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent PersonPerson pursuant to a permitted Disposition, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Ironwood Pharmaceuticals Inc)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act or the Delaware Revised Uniform Limited Partnership Act (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized and acquired on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Microchip Technology Inc)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the laws Laws of the State of Delaware Limited Liability Company Act (or any comparable event under a different jurisdiction’s lawsLaws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized and acquired on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Madison Square Garden Sports Corp.)

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Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division of or with respect to any Person under the Delaware Limited Liability Company Act law (or any comparable event under a different the applicable law of any other jurisdiction’s laws): ), if, pursuant thereto, (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from Disposed by the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests Capital Stock at such time.

Appears in 1 contract

Samples: Credit Agreement (Certara, Inc.)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division of or with respect to any Person under the Delaware Limited Liability Company Act law (or any comparable event under a different the applicable law of any other jurisdiction’s laws): ), if, pursuant thereto, (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from Disposed by the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Ww International, Inc.)

Divisions. For all purposes under the Loan Transaction Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): (ai) if any asset, right, Applied Industrial Technologies, Inc. December 9, 2021 obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (bii) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests equity interests at such time.

Appears in 1 contract

Samples: Applied Industrial Technologies Inc

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the lawsLaws of the State of Delaware Limited Liability Company Act (or any comparable event under a different jurisdiction’s lawsLaws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized and acquired on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Madison Square Garden Sports Corp.)

Divisions. For all purposes under this Agreement or any other documents or agreements relating to the Loan DocumentsLoans made hereunder, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized and acquired on the first date of its existence by the holders of its Equity Interests the equity interests at such time.

Appears in 1 contract

Samples: Term Loan Agreement (Mondelez International, Inc.)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different US-DOCS\103792213.14 jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Financing Agreement (Hc2 Holdings, Inc.)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws) (each, a “Division”): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, [Term Loan Agreement] and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests equity interests at such time.

Appears in 1 contract

Samples: Term Loan Agreement (Trinity Industries Inc)

Divisions. For all purposes under the Loan Financing Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new 52 Cleco CorporationCorporate Holdings LLC Credit Agreement Person comes into existence, such new Person shall be deemed to have been organized and acquired on the first date of its existence by the holders of its Equity Interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Cleco Power LLC)

Divisions. For all purposes under the Loan Documents, in connection with any division or plan of division under the Delaware Limited Liability Company Act law (or any WBD (US) 49317959v5 comparable event under a different jurisdiction’s laws): (a) if any asset, right, obligation or liability of any Person that is a limited liability company becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests equity interests at such time.

Appears in 1 contract

Samples: Credit Agreement (Cato Corp)

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