Permitted Mergers Sample Clauses

Permitted Mergers. 156 DMSLIBRARY01\30388519.v8 Each party hereto hereby acknowledges that (i) TCG BDC, Inc. (f/k/a Carlyle GMS Finance, Inc.), in each of its capacities under the Transaction Documents, intends to acquire or merge with NF Investment Corp. (the “Permitted BDC Merger”), and (ii) the Borrower may acquire or merge with NFIC SPV LLC (the “Permitted BDC Merger”; collectively, the (“Permitted Mergers”). Provided that such acquisition or merger is entered into pursuant to documentation substantially identical to the documentation previously provided to and approved by the Administrative Agent in its reasonable discretion and consistent with the representations and warranties set forth herein effecting each such Permitted Merger, each party hereto hereby agrees and consents to such Permitted Mergers. In connection with the Permitted Mergers, the Servicer and the Borrower hereby agree to utilize all efforts to elevate any participations entered into in connection with the Permitted Mergers to full assignment as promptly as practicable.

Permitted Mergers. 9.12.1. Notwithstanding any other provision of this Agreement and without the need for any further act, vote or approval of any Member, any Officer or any other person or entity, (a) the Company is hereby authorized to merge Care Capital Properties, Inc., a Delaware corporation (“Corvette”), with and into the Company pursuant to Section 18-209 of the Act, with the Company continuing as the surviving entity in such merger (the “Permitted Merger 1”); (b) following Permitted Merger 1, the Company is hereby authorized to merge with and into Parent pursuant to Section 18-209 of the Act, with Parent continuing as the surviving entity in such merger (the “Permitted Merger 2” and together with Permitted Merger 1, the “Permitted Mergers”); (c) the Company is hereby authorized to execute, deliver and perform, and the Managing Member or any Officer, acting alone, on behalf of the Company, is hereby authorized to negotiate the terms of, cause the Company to enter into and perform, and execute, deliver and file (if necessary or desirable), all documents, agreements and certificates that the Managing Member or such Officer determines are necessary, appropriate, proper, advisable, incidental or convenient to consummate the Permitted Mergers (including, without limitation, the Agreement and Plan of Merger in substantially the form attached hereto as Exhibit A (the “Permitted Merger Agreement”) and any certificate of merger (as an authorized person of the Company within the meaning of the Act)), and all other documents, agreements, exhibits or certificates contemplated thereby or related thereto with respect to the Permitted Mergers (all with such terms and conditions as the Managing Member or such Officer shall approve; its approval to be conclusively, but not exclusively, evidenced by its execution of any such documents, agreements or certificates); and (d) the Managing Member is hereby authorized to amend this Agreement in any manner that the Managing Member determines is appropriate, proper, advisable, incidental or convenient to consummate the Permitted Mergers. The foregoing authorization shall not be deemed a restriction on the powers of the Managing Member or any Officer to enter into other agreements on behalf of the Company. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Permitted Mergers. 16 57. PERSON.........................................................16 58.

Permitted Mergers. The compromise of Accounts in the ordinary course of business shall not be deemed to be a transfer or disposition of assets for purposes of this Section 9.5.

Permitted Mergers. Borrowers represent and warrant that effective as of January 1, 2006 (i) NutraSource, Inc. and Rainbow Natural Foods, Inc., each a Borrower under the Loan Agreement and each a Subsidiary of UNFW, were merged into UNFW as permitted under and in compliance with Section 9.2.1 of the Loan Agreement, and (ii) Stow ▇▇▇▇▇, Inc. and United Natural Foods Pennsylvania, Inc., each a Borrower under the Loan Agreement and each a Subsidiary of UNF, and Select Nutrition Distributors, Inc., a Subsidiary of UNF, were merged into UNF as permitted under and in compliance with Section 9.2.1 of the Loan Agreement.

Permitted Mergers. The Borrower shall notify the Lender as soon as practicable following the completion of a Permitted Merger involving a Restricted Subsidiary and shall provide to the Lender such particulars thereof as it may reasonably request.