Common use of Consolidation, Merger, Dissolution, etc Clause in Contracts

Consolidation, Merger, Dissolution, etc. The Credit Parties will not permit any Consolidated Party to enter into any transaction of merger or consolidation or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that, notwithstanding the foregoing provisions of this Section 8.4 but subject to the terms of Sections 7.12, (a) the Borrower or General Partner may merge or consolidate with any of its Subsidiaries provided that the Borrower or General Partner (as applicable) shall be the continuing or surviving corporation, (b) any Credit Party other than the General Partner or the Borrower may merge or consolidate with any other Credit Party other than the General Partner or the Borrower, (c) any Consolidated Party which is not a Credit Party may be merged or consolidated with or into any Credit Party; provided that such Credit Party shall be the continuing or surviving corporation, (d) any Consolidated Party which is not a Credit Party may be merged or consolidated with or into any other Consolidated Party which is not a Credit Party, and (e) any Wholly Owned Subsidiary of the Borrower may dissolve, liquidate or wind up its affairs at any time provided that such dissolution, liquidation or winding up, as applicable, could not have a Material Adverse Effect and such entity does not hold any material property or assets (except to the extent such property or assets are able to be transferred to a Credit Party without additional consideration from such Credit Party and without adverse tax consequences to such Credit Party).

Appears in 2 contracts

Samples: Term Loan Credit Agreement (U S Restaurant Properties Inc), Credit Agreement (U S Restaurant Properties Inc)

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Consolidation, Merger, Dissolution, etc. The Credit Parties will not permit any Consolidated Party to enter into any transaction of merger or consolidation or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that, notwithstanding the foregoing provisions of this Section 8.4 but subject to the terms of Sections 7.12, (a) the Borrower or General Partner may merge or consolidate with any of its Subsidiaries provided that the Borrower or General Partner (as applicable) shall be the continuing or surviving corporation, (b) any Credit Party other than the General Partner or the Borrower may merge or consolidate with any other Credit Party other than the General Partner or the Borrower, (c) any Consolidated Party which is not a Credit Party may be merged or consolidated with or into any Credit Party; provided that such Credit Party shall be the continuing or surviving corporation, (d) any Consolidated Party which is not a Credit Party may be merged or consolidated with or into any other Consolidated Party which is not a Credit Party, and (e) any Wholly Owned Subsidiary of the Borrower may dissolve, liquidate or wind up its affairs at any time provided that such dissolution, liquidation or winding up, as applicable, could not have a Material Adverse Effect and such entity does not hold any material property or assets (except to the extent such property or assets are able to be transferred to a Credit Party without additional consideration from such Credit Party and without adverse tax consequences to such Credit Party)Effect.

Appears in 1 contract

Samples: Credit Agreement (U S Restaurant Properties Inc)

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Consolidation, Merger, Dissolution, etc. The Credit Parties Except in connection with a Permitted Asset Disposition, the Borrower will not permit any Consolidated Party to enter into any transaction of merger or consolidation or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that, notwithstanding the foregoing provisions of this Section 8.4 but subject to the terms of Sections 7.127.4, (a) the Borrower or General Partner may merge or consolidate with any of its Subsidiaries Subsidiaries, provided that the Borrower or General Partner (as applicable) shall be the continuing or surviving corporation, (b) any Credit Party other than the General Partner or Subsidiary of the Borrower may merge or consolidate with any other Credit Party other than the General Partner or the Borrower, (c) any Consolidated Party which is not a Credit Party may be merged or consolidated with or into any Credit Party; provided that such Credit Party shall be the continuing or surviving corporation, (d) any Consolidated Party which is not a Credit Party may be merged or consolidated with or into any other Subsidiary of the Borrower, (c) any Subsidiary of the Borrower may merge with any Person that is not the Borrower in connection with an Asset Disposition permitted under Section 7.5, (d) the Borrower or any Subsidiary of the Borrower may merge with any Person other than a Consolidated Party which is not in connection with a Credit PartyPermitted Acquisition, provided that, if such transaction involves the Borrower, the Borrower shall be the continuing or surviving corporation and (e) any Wholly Owned Subsidiary of the Borrower may dissolve, liquidate or wind up its affairs at any time provided that such dissolution, liquidation or winding up, as applicable, could not have a Material Adverse Effect and such entity does not hold any material property or assets (except to the extent such property or assets are able to be transferred to a Credit Party without additional consideration from such Credit Party and without adverse tax consequences to such Credit Party)Effect.

Appears in 1 contract

Samples: Credit Agreement (Longview Fibre Co)

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