Common use of Assignment; Substitution Clause in Contracts

Assignment; Substitution. The rights and obligations of the Company under this Indenture and under the Outstanding Securities may be assigned or transferred to another Person with which the Company is consolidated or merged or which acquires by conveyance or transfer any of the properties or assets of the Company or to the Guarantor or to a corporation, all of the outstanding shares of which (other than directors’ qualifying shares) are owned directly or indirectly by the Guarantor and, provided that the requirements of this Section 11.03 for such assignment or transfer shall have been met, upon any such assignment or transfer, all of the obligations of the Company under this Indenture and the Securities shall cease and the Company shall be released from its liability as obligor on the Securities and from all other obligations under this Indenture. In connection with any assignment other than to the Guarantor, the provisions of Sections 4.01 through 4.08 of Article Four relating to the guarantee by the Guarantor, shall remain in full force and effect or a new guaranty agreement of the Guarantor containing provisions substantially the same as those set forth in Sections 4.01 through 4.08 of Article Four hereof shall have been executed. Any successor to the Company shall be incorporated or organized and, in either case, existing under the laws of the United States of America or one of the States of the United States of America or Canada or one of the Provinces of Canada and such successor shall assume in a Supplemental Indenture all of the obligations of the Company. In the event the Company assigns all of its rights and obligations in respect of this Indenture and all Outstanding Securities to the Guarantor, the covenants set forth in Sections 4.04, 4.05, 4.06, 4.07 and 4.08 of this Indenture and any other covenants of the Guarantor included in any Supplemental Indenture relating to any series of Securities shall remain in full force and effect and the Guarantor shall assume in a Supplemental Indenture all of the obligations of the Company.

Assignment; Substitution. The rights and obligations of the Company under this Indenture and under the Outstanding Securities may be assigned or transferred to another Person with which the Company is consolidated or merged or which acquires by conveyance or transfer any of the properties or assets of the Company or to the Guarantor or to a corporation, all of the outstanding shares of which (other than directors’ ' qualifying shares) are owned directly or indirectly by the Guarantor and, provided that the requirements of this Section 11.03 for such assignment or transfer shall have been met, upon any such assignment or transfer, all of the obligations of the Company under this Indenture and the Securities shall cease and the Company shall be released from its liability as obligor on the Securities and from all other obligations under this Indenture. In connection with any assignment other than to the Guarantor, the provisions of Sections 4.01 through 4.08 of Article Four relating to the guarantee by the Guarantor, shall remain in full force and effect or a new guaranty agreement of the Guarantor containing provisions substantially the same as those set forth in Sections 4.01 through 4.08 of Article Four hereof shall have been executed. Any successor to the Company shall be incorporated or organized and, in either case, existing under the laws of the United States of America or one of the States of the United States of America or Canada or one of the Provinces of Canada and such successor shall assume in a Supplemental Indenture all of the obligations of the Company. In the event the Company assigns all of its rights and obligations in respect of this Indenture and all Outstanding Securities to the Guarantor, the covenants set forth in Sections 4.04, 4.05, 4.06, 4.07 and 4.08 of this Indenture and any other covenants of the Guarantor included in any Supplemental 50 Indenture relating to any series of Securities shall remain in full force and effect and the Guarantor shall assume in a Supplemental Indenture all of the obligations of the Company.

Assignment; Substitution. The rights and obligations of the Company under this Indenture and under the Outstanding Securities may be assigned or transferred to another Person with which the Company is consolidated or merged or which acquires by conveyance or transfer any of the properties or assets of the Company or to the Guarantor or to a corporation, all of the outstanding shares of which (other than directors’ ' qualifying shares) are owned directly or indirectly by the Guarantor and, provided that the requirements of this Section 11.03 for such assignment or transfer shall have been met, upon any such assignment or transfer, all of the obligations of the Company under this Indenture and the Securities shall cease and the Company shall be released from its liability as obligor on the Securities and from all other obligations under this Indenture. In connection with any assignment other than to the Guarantor, the provisions of Sections 4.01 through 4.08 of Article Four relating to the guarantee by the Guarantor, shall remain in full force and effect or a new guaranty agreement of the Guarantor containing provisions substantially the same as those set forth in Sections 4.01 through 4.08 of Article Four hereof shall have been executed. Any successor to the Company shall be incorporated or organized and, in either case, existing under the laws of the United States of America or one of the States of the United States of America or Canada or one of the Provinces of Canada and such successor shall assume in a Supplemental Indenture all of the obligations of the Company. In the event the Company assigns all of its rights and obligations in respect of this Indenture and all Outstanding Securities to the Guarantor, the covenants set forth in Sections 4.04, 4.05, 4.06, 4.07 and 4.08 of this Indenture and any other covenants of the Guarantor included in any Supplemental Indenture relating to any series of Securities shall remain in full force and effect and the Guarantor shall assume in a Supplemental Indenture all of the obligations of the Company.

Assignment; Substitution. The rights and obligations of the Company under this Indenture and under the Outstanding Securities may be assigned or transferred to another Person with which the Company is consolidated or merged or which acquires by conveyance or transfer any of the properties or assets of the Company or to the Guarantor or to a corporation, all of the outstanding shares of which (other than directors’ ' qualifying shares) are owned directly or indirectly by the Guarantor and, provided that the requirements of this Section 11.03 for such assignment or transfer shall have been met, upon any such assignment or transfer, all of the obligations of the Company under this Indenture and the Securities shall cease and the Company shall be released from its liability as obligor on the Securities and from all other obligations under this Indenture. In connection with any assignment other than to the Guarantor, the provisions of Sections 4.01 through 4.08 of Article Four relating to the guarantee by the Guarantor, shall remain in full force and effect or a new guaranty agreement of the Guarantor containing provisions substantially the same as those set forth in Sections 4.01 through 4.08 of Article Four hereof shall have been executed. Any successor to the Company shall be incorporated or organized and, in either case, existing under the laws of the United States of America or one of the States of the United States of America or Canada or one of the Provinces of Canada and such successor shall assume in a Supplemental Indenture all of the obligations of the Company. In the event the Company assigns all of its rights and obligations in respect of this Indenture and all Outstanding Securities to the Guarantor, the covenants set forth in Sections 4.04, 4.05, 4.06, 4.07 and 4.08 of this Indenture and any other covenants of the Guarantor included in any Supplemental Indenture relating to any series of Securities shall remain in full force and effect and the Guarantor shall assume in a Supplemental Indenture all of the obligations of the Company.