Common use of No Acquisitions Clause in Contracts

No Acquisitions. Other than (i) pursuant to the America Online Stock Option Agreement, (ii) acquisitions disclosed in Section 5.2(e) of the Time Warner Disclosure Schedule and (iii) acquisitions in existing or related lines of business of Time Warner the fair market value of the total consideration (including the value of indebtedness acquired or assumed) for which does not exceed the amount specified in the aggregate for such acquisitions in Section 5.2(e)(iii) of the Time Warner Disclosure Schedule and none of which acquisitions referred to in this clause (iii) presents a material risk of making it materially more difficult to obtain any approval or authorization required in connection with the Mergers under applicable Laws, Time Warner shall not, and shall not permit any of its Subsidiaries to, acquire or agree to acquire by merger or consolidation, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, association or other business organization or division thereof or otherwise acquire or agree to acquire any assets (excluding the acquisition of assets used in the operations of the business of Time Warner and its Subsidiaries in the ordinary course, which assets do not constitute a business unit, division or all or substantially of the assets of the transferor); provided, however, that the foregoing shall not prohibit (x) internal reorganizations or consolidations involving existing Subsidiaries of Time Warner or (y) the creation of new Subsidiaries of Time Warner organized to conduct or continue activities otherwise permitted by this Agreement.

No Acquisitions. Other than (i) pursuant to the America Online Time Warner Stock Option Agreement, (ii) acquisitions disclosed in Section 5.2(e5.1(e) of the Time Warner America Online Disclosure Schedule and (iii) acquisitions in existing or related lines of business of Time Warner America Online the fair market value of the total consideration (including the value of indebtedness acquired or assumed) for which does not exceed the amount specified in the aggregate for such acquisitions in Section 5.2(e)(iii5.1(e)(iii) of the Time Warner America Online Disclosure Schedule and none of which acquisitions referred to in this clause (iii) presents a material risk of making it materially more difficult to obtain any approval or authorization required in connection with the Mergers under applicable Laws, Time Warner America Online shall not, and shall not permit any of its Subsidiaries to, acquire or agree to acquire by merger or consolidation, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, association or other business organization or division thereof or otherwise acquire or agree to acquire any assets (excluding the acquisition of assets used in the operations of the business of Time Warner America Online and its Subsidiaries in the ordinary course, which assets do not constitute a business unit, division or all or substantially all of the assets of the transferor); provided, however, that the foregoing shall not prohibit (x) internal reorganizations or consolidations involving existing Subsidiaries of Time Warner America Online or (y) the creation of new Subsidiaries of Time Warner America Online organized to conduct or continue activities otherwise permitted by this Agreement.

No Acquisitions. Other than acquisitions (whether by means of merger, share exchange, consolidation, tender offer, asset purchase or otherwise) and other business combinations (collectively, “Acquisitions”) that: (i) pursuant would not reasonably be expected to materially delay, impede or affect the America Online Stock Option Agreement, (ii) acquisitions disclosed in Section 5.2(e) consummation of the Time Warner Disclosure Schedule transactions contemplated by this Agreement in the manner contemplated hereby, and (iii) acquisitions in existing or related lines of business of Time Warner for which the fair market value of the total consideration (including the value of indebtedness acquired or assumed) for which paid by Xxxxx and its Subsidiaries in such Acquisitions does not exceed the amount specified in the aggregate for such acquisitions $100 million, or (ii) are Acquisitions of inventory in Section 5.2(e)(iii) the ordinary course of the Time Warner Disclosure Schedule and none of which acquisitions referred to in this clause (iii) presents a material risk of making it materially more difficult to obtain any approval or authorization required in connection business consistent with the Mergers under applicable Lawspast practice, Time Warner Xxxxx shall not, and shall not permit any of its Subsidiaries to, acquire or agree to acquire acquire, by merger merging, amalgamating or consolidationconsolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, by forming a partnership or joint venture with, or by any other manner, any business or any corporation, partnership, association or other business organization or division thereof or otherwise acquire or agree to acquire any assets (excluding the acquisition of assets used in the operations of the business of Time Warner and its Subsidiaries in the ordinary course, which assets do not constitute a business unit, division or all or substantially of the assets of the transferor)that are material to Xxxxx; provided, however, that the foregoing shall not prohibit (xA) internal reorganizations reorganizations, mergers, amalgamations or consolidations involving existing Subsidiaries that would not present a material risk of Time Warner any material delay in the receipt of any Requisite Regulatory Approval or (yB) the creation of new Subsidiaries of Time Warner organized to conduct or continue activities otherwise permitted by this Agreement.

No Acquisitions. Other than (i) pursuant to the America Online Warner-Lambert Stock Option Agreement, (ii) acquisitions disclosed in Section 5.2(e) of the Time Warner Disclosure ox xxx XXX Xxxxlosure Schedule and (iii) acquisitions for cash in existing or related lines of business of Time Warner AHP the fair market value of the total consideration (including the value of indebtedness acquired or assumed) for which does not exceed the amount specified in the aggregate for all such acquisitions in Section 5.2(e)(iii4.1(e) of the Time Warner AHP Disclosure Schedule and none of which acquisitions referred to in this clause (iii) presents a material risk of making it materially more difficult to obtain any approval or authorization required in connection with the Mergers Merger under applicable Regulatory Laws, Time Warner AHP shall not, and shall not permit any of its Subsidiaries to, acquire or agree to acquire by merger merging or consolidationconsolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, association or other business organization or division thereof or otherwise acquire or agree to acquire any assets (excluding other than the acquisition of assets used in the operations of the business of Time Warner AHP and its Subsidiaries in the ordinary course, which assets do not constitute a business unit, division or all or substantially all of the assets of the transferor); provided, however, that the foregoing shall not prohibit (x) internal reorganizations or consolidations involving existing Subsidiaries of Time Warner AHP or (y) the creation of new Subsidiaries of Time Warner AHP organized to conduct or continue activities otherwise permitted by this Agreement.

No Acquisitions. Other than (i) pursuant to the America Online Xxxxxx-Xxxxxxx Stock Option Agreement, (ii) acquisitions disclosed in Section 5.2(e) of on the Time Warner AHP Disclosure Schedule and (iii) acquisitions for cash in existing or related lines of business of Time Warner AHP the fair market value of the total consideration (including the value of indebtedness acquired or assumed) for which does not exceed the amount specified in the aggregate for all such acquisitions in Section 5.2(e)(iii4.1(e) of the Time Warner AHP Disclosure Schedule and none of which acquisitions referred to in this clause (iii) presents a material risk of making it materially more difficult to obtain any approval or authorization required in connection with the Mergers Merger under applicable Regulatory Laws, Time Warner AHP shall not, and shall not permit any of its Subsidiaries to, acquire or agree to acquire by merger merging or consolidationconsolidating with, or by purchasing a substantial equity interest in or a substantial portion of the assets of, or by any other manner, any business or any corporation, partnership, association or other business organization or division thereof or otherwise acquire or agree to acquire any assets (excluding other than the acquisition of assets used in the operations of the business of Time Warner AHP and its Subsidiaries in the ordinary course, which assets do not constitute a business unit, division or all or substantially all of the assets of the transferor); provided, however, that the foregoing shall not prohibit (x) internal reorganizations or consolidations involving existing Subsidiaries of Time Warner AHP or (y) the creation of new Subsidiaries of Time Warner AHP organized to conduct or continue activities otherwise permitted by this Agreement.