Common use of RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS Clause in Contracts

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. The Borrowers shall not, and shall not permit any of their Restricted Subsidiaries to, alter the corporate, capital or legal structure (except with respect to changes in capital structure to the extent a Change of Control does not occur as a result thereof) of any Borrower, or any of its Restricted Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any part of its business, property or assets, whether now owned or hereafter acquired (other than inventory in the ordinary course of business), or acquire by purchase or otherwise all or substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 3 contracts

Samples: Credit Agreement (Las Vegas Sands Corp), Credit Agreement (Las Vegas Sands Inc), Credit Agreement (Las Vegas Sands Corp)

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RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. The Borrowers shall not, and shall not permit any of their Restricted Subsidiaries to, alter the corporate, capital or legal structure (except with respect to changes in capital structure to the extent a Change of Control does not occur as a result thereof) of any Borrower, or any of its Restricted Subsidiaries, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease or sub-lease (as lessor or sublessor), transfer or otherwise dispose of, in one transaction or a series of transactions, all or any part of its business, property or assets, whether now owned or hereafter acquired (other than inventory in the ordinary course of business), or acquire by purchase or otherwise all or substantially all the business, property or fixed assets of, or stock or other 117 evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Las Vegas Sands Corp)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. The Borrowers shall not, and shall not permit any of their Restricted Subsidiaries to, directly or indirectly, by operation of law or otherwise, alter the corporate, capital or legal structure (except with respect to changes in capital structure to the extent a Change of Control does not occur as a result thereof) of any Borrower, or any of its Restricted SubsidiariesSubsidiary thereof, or enter into any transaction of merger or consolidation, or liquidate, wind-wind up or dissolve itself (or suffer any liquidation or dissolution), or sell, convey, sellassign, lease or sub-lease (as lessor or lessor), sublease (as sublessor), transfer or otherwise dispose of, in one transaction or a series of related transactions, all or any part of its business, property or assets, whether now owned or hereafter acquired acquired, or acquire, purchase, lease (other than inventory in the ordinary course of businessas lessee) or sublease (as sublessee), in one transaction or acquire by purchase or otherwise a series of related transactions, all or substantially all any substantial part of the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Term Loan and Security Agreement (Grand Canal Shops Mall Construction LLC)

RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. The Borrowers Company and the Borrower shall not, and shall not permit any of their Restricted Subsidiaries other Loan Party to, alter the corporate, capital or legal structure (except with respect to changes in capital structure to the extent a Change of Control does not occur as a result thereof) of any Borrower, or any of its Restricted SubsidiariesLoan Party, or enter into any transaction of merger or consolidation, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, abandon, lease or sub-lease (as lessor or sublessor), license or sublicense, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any part of its business, property or assets, whether now owned owned, leased, licensed or hereafter acquired (other than inventory or goods in the ordinary course of business), or acquire by purchase or otherwise all or substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Las Vegas Sands Corp)

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RESTRICTION ON FUNDAMENTAL CHANGES; ASSET SALES AND ACQUISITIONS. The Borrowers Borrower shall not, and the Borrower shall not permit any of their Restricted Subsidiaries other Loan Party to, alter the corporate, capital or legal structure (except with respect to changes in capital structure to the extent a Change of Control does not occur as a result thereof) of any BorrowerLoan Party, or any of its Restricted Subsidiaries, merge or enter into any transaction of merger or consolidationconsolidate, or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, abandon, lease or sub-lease (as lessor or sublessor), license or sublicense, transfer or otherwise dispose of, in one transaction or a series of transactions, all or any part of its business, property or assets, whether now owned owned, leased, licensed or hereafter acquired (other than inventory or goods in the ordinary course of business), or acquire by purchase or otherwise all or substantially all the business, property or fixed assets of, or stock or other evidence of beneficial ownership of, any Person or any division or line of business of any Person, except:

Appears in 1 contract

Samples: Credit Agreement (Las Vegas Sands Corp)

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