Consolidation, Merger, Sale or Lease Sample Clauses

Consolidation, Merger, Sale or Lease. Subject to the provisions of Section 5.06, nothing contained in this Indenture or in the Securities shall be deemed to prevent the consolidation or merger of the Company with or into any other corporation, or the merger into the Company of any other corporation, or the sale or lease by the Company of its property and assets as, or substantially as, an entirety, or otherwise. Upon any consolidation or merger, or any sale other than for cash or lease of all or substantially all of the assets of the Company in accordance with the provisions of Section 5.06, the corporation formed by such consolidation or into which the Company shall have been merged or to which such sale or lease shall have been made shall succeed to and be substituted for the Company with the same effect as if it had been named herein as a party hereto, and thereafter from time to time such corporation may exercise each and every right and power of the Company under this Indenture, in the name of the Company or in its own name; and any act or proceeding by any provision of this Indenture required or permitted to be done by the Board of Directors or any officer of the Company may be done with like force and effect by the like board or officer of any corporation that shall at the time be the successor of the Company hereunder. In the event of any such sale or conveyance, but not any such lease, the Company (or any successor corporation which shall theretofore have become such in the manner described in Section 5.06) shall be discharged from all obligations and covenants under this Indenture and the Securities and may thereupon be dissolved and liquidated. Anything in this Section 14.01 to the contrary notwithstanding, no such consolidation or merger shall be entered into, and no such conveyance or transfer shall be made, by the Company with or to another corporation or Person which has outstanding any obligations secured by a Lien if as a result thereof, any of the properties of any character owned by the Company immediately prior thereto would be subject to such Lien, unless simultaneously therewith or prior thereto effective provision shall be made to secure all of the Securities equally and ratably with (or prior to) such other secured obligations.
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Consolidation, Merger, Sale or Lease. (a) Subject to the provisions of Sections 6.05 and 15.05, nothing contained in this Indenture or in the Securities shall be deemed to prevent the consolidation or merger of the Company or the Guarantor with or into any entity, or the merger into the Company or the Guarantor of any entity, or the sale or lease by the Company or the Guarantor of their respective property and assets as, or substantially as, an entirety, or otherwise.
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Consolidation, Merger, Sale or Lease. OF ASSETS 27 Section 5.01 Consolidation, Merger, Sale or Lease of Assets by the Company 27 ARTICLE 6. DEFAULT AND REMEDIES 28 Section 6.01 Events of Default 28 Section 6.02 Acceleration 29 Section 6.03 Other Remedies 30 Section 6.04 Waiver of Past Defaults 30 Section 6.05 Control by Majority 30 Section 6.06 Limitation on Suits 30 Section 6.07 Rights of Holders to Receive Payment 31 Section 6.08 Collection Suit by Trustee 31 Section 6.09 Trustee May File Proofs of Claim 31 Section 6.10 Priorities 31 Section 6.11 Restoration of Rights and Remedies 32 Section 6.12 Undertaking for Costs 32 Section 6.13 Rights and Remedies Cumulative 32 Section 6.14 Delay or Omission Not Waiver 32 Section 6.15 Failure to File 32 ARTICLE 7. THE TRUSTEE 33 Section 7.01 General 33 Section 7.02 Certain Rights of Trustee 34 Section 7.03 Individual Rights of Trustee 35 Section 7.04 Trustee’s Disclaimer 35 Section 7.05 Notice of Default 35 Section 7.06 Reports by Trustee to Holders 35 Section 7.07 Compensation and Indemnity 36 Section 7.08 Replacement of Trustee 36 Section 7.09 Successor Trustee by Merger 37 Section 7.10 Eligibility 37 Section 7.11 Money Held in Trust 37 ARTICLE 8. DISCHARGE 37 Section 8.01 Satisfaction and Discharge of the Indenture 37 Section 8.02 Application of Trust Money 38 Section 8.03 Repayment to Company 38 Section 8.04 Reinstatement 39 Table of Contents TABLE OF CONTENTS (Continued) Page
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Consolidation, Merger, Sale or Lease of Assets by the Company 11 Section 2.06. Events Of Default 11 Section 2.07. Satisfaction And Discharge; Defeasance 12 Section 2.08. Supplemental Indentures 12 Section 2.09. Sinking Funds 12 ARTICLE 3 THE NOTES 12 Section 3.01. Designation of Notes 12 Section 3.02. Ranking; Senior Securities 12 Section 3.03. Amount 12 Section 3.04. Stated Maturity 12 Section 3.05. Interest 12 Section 3.06. Denomination; Currency; Payment 13 Section 3.07. Form of Notes 13 Section 3.08. Transfer and Exchange 14 Section 3.09. CUSIP and ISIN Numbers 26 ARTICLE 4 CONSOLIDATION, MERGER, SALE OR LEASE OF ASSETS 27 Section 4.01. Consolidation, Merger, Sale or Lease of Assets by the Company 27 ARTICLE 5 REPORTING OBLIGATIONS 28 Section 5.01. Reporting Obligations 28 Section 5.02. 144A Information 28 TABLE OF CONTENTS (continued) PAGE Section 5.03. Additional Interest 28 Section 5.04. Compliance with Trust Indenture Act 29 Section 5.05. Reports to Trustee 30 ARTICLE 6 REDEMPTION OF NOTES 30
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Related to Consolidation, Merger, Sale or Lease

  • CONSOLIDATION, MERGER, SALE OR CONVEYANCE SECTION 9.1 Issuer May Consolidate, etc.,

  • Consolidation, Merger or Sale In case of any consolidation of the Company with, or merger of the Company into any other corporation, or in case of any sale or conveyance of all or substantially all of the assets of the Company other than in connection with a plan of complete liquidation of the Company, then as a condition of such consolidation, merger or sale or conveyance, adequate provision will be made whereby the holder of this Warrant will have the right to acquire and receive upon exercise of this Warrant in lieu of the shares of Common Stock immediately theretofore acquirable upon the exercise of this Warrant, such shares of stock, securities or assets as may be issued or payable with respect to or in exchange for the number of shares of Common Stock immediately theretofore acquirable and receivable upon exercise of this Warrant had such consolidation, merger or sale or conveyance not taken place. In any such case, the Company will make appropriate provision to insure that the provisions of this Paragraph 4 hereof will thereafter be applicable as nearly as may be in relation to any shares of stock or securities thereafter deliverable upon the exercise of this Warrant. The Company will not effect any consolidation, merger or sale or conveyance unless prior to the consummation thereof, the successor corporation (if other than the Company) assumes by written instrument the obligations under this Paragraph 4 and the obligations to deliver to the holder of this Warrant such shares of stock, securities or assets as, in accordance with the foregoing provisions, the holder may be entitled to acquire.

  • Consolidation; Merger The Company shall not, at any time after the date hereof, effect any merger or consolidation of the Company with or into, or a transfer of all or substantially all the assets of the Company to another entity (a "Consolidation Event") unless the resulting successor or acquiring entity (if not the Company) assumes by written instrument the obligation to deliver to the Investor such shares of stock and/or securities as the Investor is entitled to receive pursuant to this Agreement.

  • Consolidation Merger Sale Conveyance and Lease SECTION 10.01. Company May Consolidate, etc.,

  • CONSOLIDATION, MERGER, CONVEYANCE, TRANSFER OR LEASE SECTION 8.1. Company May Consolidate, Etc.,

  • Consolidation, Merger, etc In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case each share of Series A Preferred Stock shall at the same time be similarly exchanged or changed into an amount per share, subject to the provision for adjustment hereinafter set forth, equal to 100 times the aggregate amount of stock, securities, cash and/or any other property (payable in kind), as the case may be, into which or for which each share of Common Stock is changed or exchanged. In the event the Corporation shall at any time declare or pay any dividend on the Common Stock payable in shares of Common Stock, or effect a subdivision or combination or consolidation of the outstanding shares of Common Stock (by reclassification or otherwise than by payment of a dividend in shares of Common Stock) into a greater or lesser number of shares of Common Stock, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preferred Stock shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.

  • Consolidation, Merger or Sale or Transfer of Assets or ------------------------------------------------------ Earning Power. -------------

  • Consolidation, Merger, Sale of Assets (a) Neither the Borrower nor any of its Material Subsidiaries (in one transaction or series of transactions) will wind up, liquidate or dissolve its affairs, or enter into any transaction of merger or consolidation, except any merger, consolidation, dissolution or liquidation (i) in which the Borrower is the surviving entity or if the Borrower is not a party to such transaction then a Subsidiary is the surviving entity or the successor to the Borrower has unconditionally assumed in writing all of the payment and performance obligations of the Borrower under this Agreement and the other Fundamental Documents, (ii) in which the surviving entity becomes a Subsidiary of the Borrower immediately upon the effectiveness of such merger, consolidation, dissolution or liquidation, or (iii) involving a Subsidiary in connection with a transaction permitted by Section 6.2(b); provided, however, that immediately prior to and on a Pro Forma Basis after giving effect to any such transaction described in any of the preceding clauses (i), (ii) and (iii) no Default or Event of Default has occurred and is continuing.

  • Consolidation, Merger, Sale or Purchase of Assets, etc The Credit Parties will not, nor will they permit any Subsidiary to,

  • Consolidation, Merger or Sale of Assets Nothing in this Agreement shall preclude the Company from consolidating with, merging into, or transferring all or substantially all of its assets to another entity which assumes all of the Company’s obligations and undertakings hereunder. Upon such a consolidation, merger or transfer of assets, the term “Company” as used herein shall mean such other entity, and this Agreement shall continue in full force and effect.

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