Consolidation, Merger or Sale of Assets by a Guarantor. No Guarantor may (i) consolidate with or merge with or into any Person; or (ii) sell, convey, transfer or otherwise dispose of its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or (iii) permit any Person to merge with or into the Guarantor unless: (A) the other Person is the Company or any Restricted Subsidiary that is Guarantor or becomes a Guarantor concurrently with the transaction; or (B) (i) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 4 contracts
Samples: Registration Rights Agreement (Western Union CO), Registration Rights Agreement (Western Union CO), Registration Rights Agreement (Western Union CO)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor Guarantor, unless:
(A) the other Person is the Company or any Restricted a Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture in form satisfactory to the Trustee all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 2 contracts
Samples: Indenture (Huntington Ingalls Industries, Inc.), Indenture (Huntington Ingalls Industries, Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a)
(a) No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note Guarantythis Agreement and the other Credit Documents to which it is party, pursuant to a Joinder Agreement, a Security Agreement Supplement or other appropriate documents; and
Appears in 1 contract
Samples: Letter of Credit Facility Agreement (McDermott International Inc)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company or any Wholly Owned Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note GuarantyGuarantee; and
Appears in 1 contract
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor , unless:
(A) the other Person is the Company Company, the Co-Issuer or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 1 contract
Samples: Indenture (J2 Global, Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor maywill:
(i) consolidate with or merge with or into any Person; or
(ii) sell, convey, transfer transfer, or otherwise dispose of all or substantially all of its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor unless:Guarantor;
(A) the other Person is the Company Issuer or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note GuarantyGuarantee; and
Appears in 1 contract
Samples: Indenture (Home Point Capital Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Restricted Subsidiary that is a Guarantor may:
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor , unless:
(A) the other Person is the Company Issuer or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture (or other joinder agreement, as applicable) all of the obligations of the Guarantor under its Note GuarantyGuarantee and the Security Documents; and
Appears in 1 contract
Samples: Indenture (Roundy's, Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor maywill:
(i) consolidate with or merge with or into any Person; or
(ii) sell, convey, transfer or otherwise dispose of, all or substantially all of its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor Guarantor; unless:
(A) the other Person is the Company or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 1 contract
Samples: Indenture (UWM Holdings Corp)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture in form satisfactory to the Trustee all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 1 contract
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company or any Restricted Subsidiary that is Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture Indenture all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 1 contract
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company or any Restricted Subsidiary that is Guarantor or becomes a Guarantor concurrently with the transaction); or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note GuarantyGuaranty and under any applicable Collateral Documents, pursuant to a Supplemental Indenture and other appropriate documents; and
Appears in 1 contract
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may:
(i) consolidate with or merge with or into any Person; or;
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor Guarantor, unless:
(A) the other Person is the Company or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note GuarantyGuarantee; and
Appears in 1 contract
Samples: Indenture (Aci Worldwide, Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may:
(i) consolidate with or merge with or into any Person; or;
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor Guarantor, unless:
(A) the other Person is the Company or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture Indenture all of the obligations of the Guarantor under its Note GuarantyGuarantee; and
Appears in 1 contract
Samples: Indenture (Aci Worldwide, Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; or,
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company or any Restricted Subsidiary of the Company that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 1 contract
Samples: Indenture (Harbinger Group Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of its assets as an entirety all or substantially as an entiretyall of the Guarantor’s assets, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor , unless:
(A) the other Person is the Company or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture (or other joinder agreement, as applicable) all of the obligations of the Guarantor under its Note GuarantyGuaranty and the Registration Rights Agreement; and
Appears in 1 contract
Samples: Indenture (Cloud Peak Energy Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; or;
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company or any Restricted Subsidiary of the Company that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 1 contract
Samples: Indenture (Harbinger Group Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. (a) No Guarantor may
(i) consolidate with or merge with or into any Person; or,
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:Guarantor
(A) the other Person is the Company or any Restricted Subsidiary of the Company that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note Guaranty; and
Appears in 1 contract
Samples: Indenture (Harbinger Group Inc.)
Consolidation, Merger or Sale of Assets by a Guarantor. No The Guarantor maymay not
(ia) consolidate with or merge with or into any Person; or;
(iib) sell, convey, transfer or otherwise dispose of its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; or
(iiic) permit any Person to merge with or into the Guarantor unless:
(Ai) the other Person is the Company or any Restricted Subsidiary that is Guarantor a guarantor or becomes a Guarantor guarantor concurrently with the transaction; or
(Bii) (iA) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture all of the obligations of the Guarantor under its Note GuarantyGuarantee; and
Appears in 1 contract
Consolidation, Merger or Sale of Assets by a Guarantor. No Guarantor may
(i) consolidate with or merge with or into any Person; , or
(ii) sell, convey, transfer or otherwise dispose of of, all or substantially all its assets as an entirety or substantially as an entirety, in one transaction or a series of related transactions, to any Person; , or
(iii) permit any Person to merge with or into the Guarantor unless:
(A) the other Person is the Company Issuer or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction; or
(B) (i1) either (x) the Guarantor is the continuing Person or (y) the resulting, surviving or transferee Person expressly assumes by supplemental indenture Indenture all of the obligations of the Guarantor under its Note GuarantyGuarantee; and
Appears in 1 contract
Samples: Indenture (DineEquity, Inc)