Subsidiaries or Partnerships. Except as otherwise permitted by the terms of this Agreement (including but not limited to SECTIONS 5.11, 5.12 and 6.7 hereof), (a) become a partner or joint venturer in any partnership or joint venture, or (b) create or acquire any new Subsidiary.
Subsidiaries or Partnerships. Except as otherwise permitted by SECTION 6.8, (a) become a partner or joint venturer in any partnership or joint venture, or (b) create or acquire any new Subsidiary; provided that the Borrower or any Subsidiary may (i) create or acquire one or more Subsidiaries in connection with a Permitted Physician Transaction or an approved Physician Transaction consummated in compliance with SECTION 5.14 or 6.2, respectively, of this Agreement, and (ii) create a direct or indirect wholly-owned Subsidiary de novo; provided further that, in any such instance, the created or acquired Subsidiary complies with the provisions of SECTION 5.11.
Subsidiaries or Partnerships. (a) Become a partner or joint venturer in any partnership or joint venture, unless the Borrower shall give the Bank at least thirty (30) days’ prior written notice thereof, or (b) acquire or create any Subsidiary or divest itself of any material assets by transferring them to any Subsidiary, unless (i) in the case of a domestic Subsidiary, the Borrower shall give the Bank notice thereof at least thirty (30) days’ prior or as soon thereafter as reasonably practicable, (ii) in the case of a foreign Subsidiary, the Borrower shall give the Bank notice thereof at least thirty (30) days’ prior, and (iii) whether such Subsidiary is a domestic Subsidiary or a foreign Subsidiary, such Subsidiary shall comply with all of the conditions and requirements set forth in Section 5.10.
Subsidiaries or Partnerships. Create any new Subsidiary or transfer any assets to a Subsidiary, or become a partner or joint venturer in any partnership or joint venture.
Subsidiaries or Partnerships. Except as set forth below, become a partner or joint venturer in any partnership or joint venture or create or acquire any Subsidiary or transfer any assets to a Subsidiary which does not become a party to this Agreement and the other Loan Documents as a joint and several co-obligor with the Borrowers. The foregoing restriction shall not apply to (i) any partnership, joint venture or other similar arrangement pursuant to which new doughnut shops are developed or alliances are made with either existing or future franchisees, or (ii) Brumxxx Xxxerprises, Inc. The Borrowers shall promptly notify Lender of the formation or acquisition of any Subsidiary. At the time any new Subsidiary becomes a party to this Agreement and the other Loan Documents, the Subsidiary's liability hereunder shall be primary and unconditional (as described in Section 4.11) as to all Obligations, whether such Obligations were incurred prior to the formation or acquisition of such Subsidiary and it becoming a party to this Agreement and the other Loan Documents or thereafter, as if such Subsidiary was an original party to this Agreement and the other Loan Documents. All representations and warranties made in this Agreement and in any other Loan Document shall be deemed to refer to any such new Subsidiary as if it were an original party hereto and to the other Loan Documents.
Subsidiaries or Partnerships. Create any new Subsidiary or transfer any assets to a Subsidiary, or become a partner or joint venturer in any partnership or joint venture, except with the consent of the Bank in connection with acquisitions permitted pursuant to Section 6.2 hereof, and provided, however, that any acquired entity shall become a guarantor of the obligations hereunder on terms and conditions satisfactory to the Bank.
Subsidiaries or Partnerships. Except as otherwise permitted by the terms of this Agreement (including but not limited to the definition of Permitted Joint Ventures and SECTIONS
Subsidiaries or Partnerships. At any time after the date hereof, become a partner or joint venturer in any partnership or joint venture or create or acquire any Subsidiary or transfer any assets to a Subsidiary. For purposes of this Section 8.12, cartage agency and inter-line arrangements which in each case do not constitute Investments by Borrower and do not result in Borrower's incurrence of direct or contingent liabilities other than in the ordinary course of business shall not constitute partnerships or joint ventures.
Subsidiaries or Partnerships. Become a partner or joint venturer in any partnership or joint venture, unless the Borrower shall give the Bank at least thirty (30) days’ prior written notice thereof or as soon thereafter as reasonably practicable, or (b) acquire or create any Subsidiary or divest itself of any material assets by transferring them to any Subsidiary, unless (i) in the case of a domestic Subsidiary, the Borrower shall give the Bank notice thereof at least thirty (30) days’ prior or as soon thereafter as reasonably practicable, (ii) in the case of a foreign Subsidiary, the Borrower shall obtain the prior consent of the Bank, and (iii) whether such Subsidiary is a domestic Subsidiary or a foreign Subsidiary, such Subsidiary shall comply with all of the conditions and requirements set forth in Section 5.10.
Subsidiaries or Partnerships. (a) Become a partner or joint venturer in any partnership or joint venture, unless the Borrower shall give the Bank at least thirty (30) days’ prior written notice thereof or as soon thereafter as reasonably practicable, or (b) acquire or create any Subsidiary or divest itself of any material assets by transferring them to any Subsidiary, unless (i) in the case of a domestic Subsidiary, the Borrower shall give the Bank notice thereof at least thirty (30) days’ prior or as soon thereafter as reasonably practicable, (ii) in the case of a foreign Subsidiary, the Borrower shall give the Bank notice thereof at least thirty (30) days’ prior or as soon thereafter as reasonably practicable, and (iii) whether such Subsidiary is a domestic Subsidiary or a foreign Subsidiary, such Subsidiary shall comply with all of the conditions and requirements set forth in Section 5.10.
