Consolidations, Mergers and Sales of Assets. Consolidate or merge with or into any other Person or sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 7 contracts
Samples: Credit Agreement (Applied Materials Inc /De), Credit Agreement (Applied Materials Inc /De), Assignment and Assumption (Applied Materials Inc /De)
Consolidations, Mergers and Sales of Assets. Consolidate (a) The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its assets to any other Person; provided that the Borrower may merge or consolidate with another Person if immediately after giving effect or sell all or substantially all of its assets to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.another Person if:
Appears in 7 contracts
Samples: Credit Agreement (Norfolk Southern Corp), Credit Agreement (Norfolk Southern Corp), Credit Agreement (Norfolk Southern Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.unless:
Appears in 7 contracts
Samples: Agreement (Kinder Morgan Inc), Reimbursement Agreement (K N Energy Inc), Credit Agreement (Kinder Morgan Inc)
Consolidations, Mergers and Sales of Assets. Consolidate (a) The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.unless
Appears in 6 contracts
Samples: Credit Agreement (Tyco International LTD /Ber/), Credit Agreement (Tyco International LTD), Bridge Credit Agreement (Tyco International LTD)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its assets Substantial Assets to any Person (other Personthan a Subsidiary); provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the corporation surviving entitysuch merger and, after giving effect thereto, no Default shall have occurred and be continuing.
Appears in 6 contracts
Samples: Credit Agreement (Duke Energy Corp), Credit Agreement (Duke Energy Corp), Day Credit Agreement (Duke Energy Corp)
Consolidations, Mergers and Sales of Assets. Consolidate (a) The Borrower shall not consolidate with or merge with or into any other Person corporation or sellconvey, transfer or lease or otherwise transfer, directly or indirectly, all or its properties and assets substantially all of its assets as an entirety to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.unless:
Appears in 5 contracts
Samples: Credit Agreement (Meadwestvaco Corp), Credit Agreement (Meadwestvaco Corp), Credit Agreement (Meadwestvaco Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the assets of the Borrower and its assets Subsidiaries, taken as a whole, to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entitycorporation and, after giving effect thereto, no Default exists.
Appears in 5 contracts
Samples: Credit Agreement (Litton Industries Inc), Assignment and Assumption Agreement (Litton Industries Inc), Credit Agreement (Litton Industries Inc)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all any substantial part of the assets of the Borrower and its assets Subsidiaries, taken as a whole, to any other Person; provided that that, the Borrower may merge with another Person if (A) the Borrower is the corporation surviving such merger and (B) immediately after giving effect to such merger (x) merger, no Default shall exist, have occurred and (y) the Borrower is the surviving entitybe continuing.
Appears in 5 contracts
Samples: Credit Agreement (Hilton Hotels Corp), Five Year Credit Agreement (Hilton Hotels Corp), Term Credit Agreement (Hilton Hotels Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its assets Substantial Assets to any Person (other Personthan a Subsidiary); provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the entity surviving entitysuch merger and, after giving effect thereto, no Default shall have occurred and be continuing.
Appears in 5 contracts
Samples: Credit Agreement (Duke Capital LLC), Credit Agreement (Duke Energy Corp), Credit Agreement (Duke Energy Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person (other than a Subsidiary of the Borrower) or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Borrower and its assets Subsidiaries, taken as a whole, to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 4 contracts
Samples: Revolving Credit Agreement (Chubb Corp), Credit Agreement (Chubb Corp), Medium Term Credit Agreement (Chubb Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (a) consolidate or merge with or into any other Person person or (b) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all any substantial part of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entityperson.
Appears in 4 contracts
Samples: Loan and Security Agreement (Widepoint Corp), Loan and Security Agreement (Versar Inc), Loan and Security Agreement (Versar Inc)
Consolidations, Mergers and Sales of Assets. Consolidate No Borrower shall (i) consolidate or merge with or into any other Person or sell, lease (ii) sell or otherwise transfer, directly or indirectly, transfer all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entityexcept as otherwise contemplated in this Agreement.
Appears in 3 contracts
Samples: Loan and Security Agreement (Front Yard Residential Corp), Loan and Security Agreement (Altisource Residential Corp), Loan and Security Agreement (Altisource Residential Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the assets of the Borrower and its assets Subsidiaries, taken as a whole, to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 2 contracts
Samples: Credit Agreement (Wainoco Oil Corp), Revolving Credit Agreement (Security Capital Atlantic Inc)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not merge or merge consolidate with or into any other Person or sell, lease lease, transfer or otherwise transfer, directly or indirectly, dispose of all or substantially all of its assets to assets, property or business in any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall existsingle transaction or series of related transactions, and (y) the Borrower is the surviving entity.unless
Appears in 2 contracts
Samples: Credit Agreement (Praxair Inc), Credit Agreement (Px Acquisition Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its the assets of the Borrower to any other Person; provided that the Borrower may merge with another Person if (A) the Borrower is the corporation surviving such merger and (B) immediately after giving effect to such merger (x) merger, no Default shall exist, have occurred and (y) the Borrower is the surviving entitybe continuing.
Appears in 2 contracts
Samples: Credit Agreement (Ingersoll Rand Co), Credit Agreement (Ingersoll Rand Co)
Consolidations, Mergers and Sales of Assets. Consolidate Borrower shall not consolidate with or merge with or into any other Person or sellconvey, transfer or lease (whether in one transaction or otherwise transfer, directly or indirectly, in a series of transactions) all or substantially all of its properties and assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.unless Lender gives its prior written consent or:
Appears in 2 contracts
Samples: Loan Agreement (Baidu, Inc.), Loan Agreement (Baidu, Inc.)
Consolidations, Mergers and Sales of Assets. Consolidate No Borrower shall (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 2 contracts
Samples: Master Loan and Security Agreement (Sutherland Asset Management Corp), Master Loan and Security Agreement (Sutherland Asset Management Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its the assets of the Borrower to any other Person; provided that , other than sales of assets in the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entityordinary course of its business.
Appears in 2 contracts
Samples: Credit Agreement (Van Kampen Merritt Prime Rate Income Trust), Credit Agreement (Van Kampen American Capital Prime Rate Income Trust)
Consolidations, Mergers and Sales of Assets. Consolidate or merge with or into any other Person or sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, exist and (y) the Borrower is the surviving entity.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Applied Materials Inc /De), Term Loan Credit Agreement (Applied Materials Inc /De)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not merge or merge consolidate with or into any other non-affiliated Person or sell, lease lease, transfer or otherwise transfer, directly or indirectly, all or dispose of substantially all of its assets as an entirety to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.unless:
Appears in 2 contracts
Samples: Bridge Loan Agreement (Pentair Inc), Credit Agreement (Pentair Inc)
Consolidations, Mergers and Sales of Assets. Consolidate No Borrower will, directly or indirectly (a) consolidate or merge or amalgamate with or into any other Person Person, other than pursuant to a Permitted Acquisition, or sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its assets to (b) consummate any Asset Dispositions other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entitythan Permitted Asset Dispositions.
Appears in 1 contract
Samples: Term Loan and Security Agreement (NxStage Medical, Inc.)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower ------------------------------------------- will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of its the assets of the Borrower to any other PersonPerson or Persons; provided that the -------- Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (yA) the Borrower is the entity surviving entitysuch merger and (B) after giving effect thereto, no Default shall have occurred.
Appears in 1 contract
Samples: Credit Agreement (Trex Co Inc)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the assets of the Borrower and its assets Subsidiaries, taken as a whole, to any other Person; provided that the Borrower may (A) merge with another Person if (1) the Borrower is the corporation surviving such merger and (2) immediately after giving effect to such merger (x) merger, no Default shall exist, have occurred and be continuing and (yB) the Borrower is the surviving entitysell Margin Stock for fair value.
Appears in 1 contract
Samples: Credit Agreement (Rite Aid Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) except as provided in Section 5.04, consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 1 contract
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all any substantial part of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 1 contract
Samples: Second Lien Term Loan Agreement (Summer Energy Holdings Inc)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower shall not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 1 contract
Samples: Loan, Security and Servicing Agreement (Ministry Partners Investment Corp)
Consolidations, Mergers and Sales of Assets. Consolidate The ------------------------------------------- Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the assets of the Borrower and its assets Subsidiaries, taken as a whole, to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.
Appears in 1 contract
Samples: Revolving Credit Agreement (Security Capital Atlantic Inc)
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the assets of the Borrower and its assets Subsidiaries, taken as a whole, to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.the
Appears in 1 contract
Consolidations, Mergers and Sales of Assets. Consolidate The Borrower will not (i) consolidate or merge with or into any other Person or (ii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all of its assets to any other Person; provided that the Borrower may merge with another Person if immediately after giving effect to such merger (x) no Default shall exist, and (y) the Borrower is the surviving entity.unless
Appears in 1 contract
