Common use of Prohibition of Fundamental Changes Clause in Contracts

Prohibition of Fundamental Changes. Seller shall not (a) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, all or substantially all of its assets; or (d) enter into any transaction or series of transactions to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummated.

Prohibition of Fundamental Changes. No Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, sell all or substantially all of its assetsassets without Buyer’s prior consent; or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions other combination which would have a Material Adverse Effect with respect to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummatedeither Seller.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); ) without Agent’s prior consent, unless (c1) sellsuch merger, lease consolidation or otherwise dispose ofamalgamation would not result in a Change of Control, all or substantially all and (2) no Event of its assets; Default would result therefrom or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions other combination which would have a Material Adverse Effect with respect to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummatedSeller.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, sell all or substantially all of its assetsassets without Buyer’s prior consent; or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions to adopt, file, effect or consummate other combination which would have a Division, or otherwise permits any such Division to be adopted, filed, effected or consummated.Material Adverse Effect. (e)

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) in which Seller is not the surviving entity, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, sell all or substantially all of its assetsassets without Buyer’s prior consent; or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions other combination which would have a Material Adverse Effect with respect to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummatedSeller.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, sell all or substantially all of its assetsassets without Buyer's prior consent; or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions other combination which would have a Material Adverse Effect with respect to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummatedSeller.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, sell all or substantially all of its assetsassets without Buyer’s prior consent, unless such sale of assets is in connection with a whole loan sale or securitization or similar transactions made in the ordinary course of business; or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions other combination which would have a Material Adverse Effect with respect to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummatedit.

Prohibition of Fundamental Changes. Seller shall not (a) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sellor, lease or otherwise dispose ofwithout Buyer’s prior consent, sell all or substantially all of its assets; , other than in connection with a securitization transaction, whole loan sale or (d) enter into any transaction or series similar execution, the proceeds of transactions to adopt, file, effect or consummate a Division, or otherwise permits any such Division to which will be adopted, filed, effected or consummatedapplied toward the payment of the Repurchase Price and other related Obligations then due and owing hereunder.

Prohibition of Fundamental Changes. No Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, sell all or substantially all of its assetsassets without Buyer’s prior consent; or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions other combination which would have a Material Adverse Effect with respect to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummatedSeller.

Prohibition of Fundamental Changes. Seller shall not (a) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, all or substantially all of its assets; or (d) enter into any transaction or series of transactions transaction to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummated.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (ai) enter into any transaction of merger or consolidation or amalgamation with any Person; (b) amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution); (c) sell, lease or otherwise dispose of, sell all or substantially all of its assetsassets without Buyer’s (or Agent’s on behalf of Buyer) prior consent, unless such merger, consolidation or amalgamation would not result in a Change in Control; or (dii) form or enter into any transaction partnership, joint venture, syndicate or series of transactions other combination which would have a Material Adverse Effect with respect to adopt, file, effect or consummate a Division, or otherwise permits any such Division to be adopted, filed, effected or consummatedSeller.