Certain Requirements in Respect of Merger, Etc. The Borrower shall not, and shall not permit the Guarantors to, enter into any transaction (whether by way of reconstruction, reorganization, consolidation, amalgamation, merger, transfer, sale or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other Person or, in the case of any such amalgamation, of the continuing company (collectively, a "Reorganization") resulting therefrom, or whereby the obligation of the Borrower to pay amounts under this Agreement would become subject to novation or assumed or undertaken by any other such Person or continuing company, provided that (i) this Section 12.1 is not applicable to a Reorganization involving the Borrower and a wholly-owned Subsidiary of the Borrower; provided, however, in the event of such a Reorganization which involves an amalgamation or merger of the Borrower with any of its Subsidiaries, the Successor Corporation shall be required to execute and deliver the supplemental agreement and opinion referred to in Section 12.1(a) and take such other actions and deliver such other documents and agreements as may be necessary to ensure that the perfection and priority of the Security is not impaired; and (ii) it may do so and such Person or continuing company (the "Successor Corporation") shall become a party to this Agreement if:
(a) the Successor Corporation shall execute and/or deliver to the Administrative Agent an agreement supplemental hereto in form reasonably satisfactory to the Administrative Agent and the Lenders and execute and/or deliver such other instruments, if any, which to the reasonable satisfaction of the Lenders and in the opinion of Counsel to the Borrower addressed to the Administrative Agent and the Lenders, are necessary to evidence the agreement of the Successor Corporation to observe and perform all the covenants and obligations of the Borrower under this Agreement and any other Loan Document and to be bound by all the terms of this Agreement and any other Loan Document so far as they relate to the Borrower, which instruments, if any, shall be in form reasonably satisfactory to the Administrative Agent and the Lenders;
(b) such transaction shall, to the reasonable satisfaction of the Administrative Agent and the Lenders and in the opinion of Counsel to the Borrower addressed to the Administrative Agent and the Lenders, be upon such terms as to preserve and not to impair any of the rights and powers of the Administrativ...
Certain Requirements in Respect of Merger, Etc. The Obligors shall not enter into any transaction (whether by way of reconstruction, reorganization, consolidation, amalgamation, merger, transfer, sale or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other Person or, in the case of any such amalgamation, of the continuing company resulting therefrom, or whereby the obligation of the Borrower or any other Obligor to pay amounts under this Agreement or any other Loan Document would become subject to novation or assumed or undertaken by any other such Person or continuing company, provided that it may do so and such Person or continuing company (the “Successor Corporation”) shall become a party to this Agreement and/or a Guarantee, as the case may be, and the other Loan Documents, if:
(a) the Successor Corporation is a Guarantor, the Successor Corporation is a Subsidiary of the Borrower;
(b) any of the predecessors of the Successor Corporation was the Borrower, the Successor Corporation is the Borrower and it shall be organized under the laws of Canada or the United States or any political subdivision thereof;
(c) any of the predecessors of the Successor Corporation was a Guarantor, the Successor Corporation is a Guarantor or the Borrower;
(d) the Successor Corporation shall execute and/or deliver to the Agent an agreement supplemental hereto in form reasonably satisfactory to the Agent and execute and/or deliver such other instruments, if any, which to the reasonable satisfaction of the Agent and in the opinion of counsel to the Borrower addressed to the Agent and the Lenders are necessary to evidence (i) the assumption by the Successor Corporation of liability under each Loan Document to which it is a party for the due and punctual payment of all money payable by any of the Obligors, as the case may be, thereunder, (ii) the covenant of the Successor Corporation to pay the same and (iii) the agreement of the Successor Corporation to observe and perform all the covenants and obligations of such Obligor, as the case may be, under each Loan Document and to be bound by all the terms of each Loan Document so far as they relate to such Obligor, which instruments, if any, shall be in form reasonably satisfactory to the Agent; provided there shall be no obligation to deliver such instruments if the Successor Corporation is not an Obligor;
(e) such transaction shall, to the reasonable satisfaction of the Agent and the Required Lenders, be upon s...
Certain Requirements in Respect of Merger, Etc. Neither of the Corporations, without the consent or approval of the Licenseholders expressed by Extraordinary Resolution, shall enter into any transaction (whether by way of reconstruction, reorganization, consolidation, arrangement, amalgamation, merger, transfer, sale, lease or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other person or of the continuing corporation, company, partnership, trust or other entity (the “Successor”) resulting therefrom unless (but may do so if):
(a) the Successor, by operation of law, becomes, without more, bound by the terms and provisions of this Trust Indenture and the Licenses which constitute obligations of the applicable Corporation hereunder and thereunder or, if not so bound, executes, prior to or contemporaneously with the consummation of such transaction, an indenture supplemental hereto and such other instruments (if any) as are satisfactory to the Trustee and in the Opinion of Counsel are necessary or advisable to evidence the assumption by the Successor of liability for such obligations of the applicable Corporation and such Successor’s agreement to observe and perform all the covenants and obligations of the applicable Corporation under this Trust Indenture and the Licenses; and
(b) no condition or event shall have occurred and be continuing in respect of the Successor at the time of such transaction and after giving full effect thereto which constitutes or would, after notice or lapse of time or both, constitute an Event of Default hereunder.
Certain Requirements in Respect of Merger, Etc. The Bank shall not enter into any transaction (whether by way of reconstruction, reorganization, consolidation, amalgamation, merger, transfer, sale or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other person or, in the case of any such amalgamation, of the continuing company resulting therefrom, unless, but may do so if:
Certain Requirements in Respect of Merger, Etc. The Obligors shall not, and shall not permit any other Restricted Party to, enter into any transaction (other than the CMMC Arrangement) (whether by way of reconstruction, reorganization, consolidation, amalgamation, merger, transfer, sale or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other Person or, in the case of any such amalgamation, of the continuing company resulting therefrom, or whereby the obligation of the Borrower or any other Obligor to pay amounts under this Agreement or any other Loan Document would become subject to novation or assumed or undertaken by any other such Person or continuing company, provided that it may do so and such Person or continuing company (the "Successor Corporation") shall become a party to this Agreement and/or a Guarantee, as the case may be, and the other Loan Documents, if:
(a) the Successor Corporation is a Guarantor, the Successor Corporation is a Subsidiary of Hudbay;
(b) either of the predecessors of the Successor Corporation was the Borrower, the Successor Corporation is the Borrower;
(c) either of the predecessors of the Successor Corporation was a Material Subsidiary which provided a Guarantee, the Successor Corporation is a Guarantor or the Borrower;
Certain Requirements in Respect of Merger, Etc. The Obligors shall not, and shall not permit any other Restricted Party to, enter into any transaction (whether by way of reconstruction, reorganization, consolidation, amalgamation, merger, transfer, sale or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other Person or, in the case of any such amalgamation, of the continuing company resulting therefrom, or whereby the obligation of the Borrower or any other Obligor to pay amounts under this Agreement or any other Loan Document would become subject to novation or assumed or undertaken by any other such Person or continuing company, provided that it may do so and such Person or continuing company (the "Successor Corporation") shall become a party to this Agreement and/or a Guarantee, as the case may be, and the other Loan Documents, if:
(a) the Successor Corporation is a Guarantor, the Successor Corporation is a Subsidiary of the Borrower;
(b) either of the predecessors of the Successor Corporation was the Borrower, the Successor Corporation is the Borrower;
(c) either of the predecessors of the Successor Corporation was a Material Subsidiary which provided a Guarantee, the Successor Corporation is a Guarantor or the Borrower;
(d) either of the predecessors of the Successor Corporation was a Restricted Party, the Successor Corporation is a Restricted Party;
(e) the Successor Corporation shall execute and/or deliver to the Agent an agreement supplemental hereto in form reasonably satisfactory to the Agent and execute and/or deliver such other instruments, if any, which to the reasonable satisfaction of the Agent and Peruvian Collateral Agent and in the opinion of counsel to the Borrower addressed to the Agent, the Peruvian Collateral Agent and the Lenders are necessary to evidence (i) the assumption by the Successor Corporation of liability under each Loan Document to which it is a party for the due and punctual payment of all money payable by any of the Obligors, as the case may be, thereunder, and (ii) the covenant of the Successor Corporation to pay the same and (iii) the agreement of the Successor Corporation to observe and perform all the covenants and obligations of such Obligor, as the case may be, under each Loan Document and to be bound by all the terms of each Loan Document so far as they relate to such Obligor, which instruments, if any, shall be in form reasonably satisfactory to the Agent; provided there shall be no obligatio...
Certain Requirements in Respect of Merger, Etc. As long as any outstanding Exchangeable Shares are owned by any Person other than LoJack or any of its Affiliates, LoJack shall not consummate any transaction (whether by way of reconstruction, reorganization, consolidation, merger, transfer, sale, lease or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other Person or, in the case of a merger, of the continuing corporation resulting therefrom unless, but may do so if:
3.1.1 such other Person or continuing corporation (the “LoJack Successor”) by operation of law, becomes, without more, bound by the terms and provisions of this Agreement or, if not so bound, executes, prior to or contemporaneously with the consummation of such transaction, an agreement supplemental hereto and such other instruments (if any) as are reasonably necessary or advisable to evidence the assumption by the LoJack Successor of liability for all moneys payable and property deliverable hereunder and the covenant of such LoJack Successor to pay and deliver or cause to be delivered the same and its agreement to observe and perform all the covenants and obligations of LoJack under this Agreement; and
3.1.2 such transaction shall be upon such terms and conditions as substantially to preserve and not to impair in any material respect any of the rights, duties, powers and authorities of the other parties hereunder or the holders of the Exchangeable Shares.
Certain Requirements in Respect of Merger, Etc. The Corporation may not, in a single transaction or a series of transactions, amalgamate or consolidate with or merge into any other Person, or permit any other Person to amalgamate or consolidate with or merge into the Corporation, or directly or indirectly transfer, sell, lease or otherwise dispose of all or substantially all of its property or assets (a "disposition") to any Person, but may do so if:
(a) the Corporation shall be the surviving Person, or the Person (if other than the Corporation) formed by such amalgamation, consolidation or into which the Corporation is merged or that acquires by disposition all or substantially all of the properties or assets of the Corporation shall expressly assume, by a supplemental indenture executed and delivered to the Trustee in form satisfactory to the Trustee, all of the Corporation's obligations under this Indenture and the Debentures (the Corporation or such other Person who becomes such a successor obligor under this Indenture being herein referred to as the "Successor Person");
(b) such transaction will, to the satisfaction of Counsel to the Trustee, acting reasonably, be upon such terms as substantially to preserve and not impair in any material respect the rights and powers of the Trustee or of the Debentureholders hereunder; and
(c) no condition or event shall exist in respect of the Corporation or the Successor Person, either at the time of such transaction or immediately thereafter after giving full effect thereto, which constitutes or would, after the giving of notice or the lapse of time or both, constitute an Event of Default hereunder.
Certain Requirements in Respect of Merger, Etc. The Corporation shall not enter into any transaction (whether by way of reconstruction, reorganization, amalgamation, transfer, sale, lease or otherwise) whereby all or substantially all of its undertaking, property and assets would become the property of any other person or, in the case of any such amalgamation, of the continuing Corporation unless, but may do so if: (a) such other person or continuing corporation (the "SUCCESSOR CORPORATION") is a corporation incorporated under the laws of Canada or any of its provinces;
Certain Requirements in Respect of Merger, Etc. So long as any of the Debentures remain outstanding, the Company shall not enter into any transaction (whether by way of merger, consolidation, reorganization, amalgamation (except with one or more of its Wholly-Owned Subsidiaries), conveyance, transfer, lease, sale or otherwise) whereby all or substantially all of its undertaking or assets would become the property of any other Person unless:
