Common use of Consolidations, Mergers and Sales of Assets Clause in Contracts

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person or (b) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 11 contracts

Samples: Credit Agreement (Lincoln National Corp), Credit Agreement (Lincoln National Corp), Term Loan Agreement (Brighthouse Financial, Inc.)

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Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (iA) the Company is the corporation surviving such merger and (iiB) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 5 contracts

Samples: Credit Agreement (Lincoln National Corp), Credit Agreement (Lincoln National Corp), Credit Agreement (Lincoln National Corp)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person a Subsidiary if (iA) the Company is the corporation surviving such merger and (iiB) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 4 contracts

Samples: Credit Agreement (Gillette Co), 364 Day Credit Agreement (Gillette Co), 364 Day Credit Agreement (Gillette Co)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person; provided that the Company may merge with a Person or if (bA) the Company is the entity surviving such merger and (B) immediately after giving effect to any such merger, no Default shall have occurred and be continuing and all the representations and warranties of the Company contained in this Agreement shall be true. The Company will not, and will not permit its Subsidiaries to, sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 2 contracts

Samples: Credit Agreement (Allergan Inc), Credit Agreement (Allergan Inc)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person Person, or consummate a Division as the Dividing Person, or (b) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 2 contracts

Samples: Term Loan Agreement (Brighthouse Financial, Inc.), Revolving Credit Agreement (Brighthouse Financial, Inc.)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate with or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.the

Appears in 2 contracts

Samples: Credit Agreement (Usw-C Inc), Credit Agreement (Us West Inc)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided PROVIDED that the Company may merge with another Person a Subsidiary if (iA) the Company is the corporation surviving such merger and (iiB) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 2 contracts

Samples: Multi Year Credit Agreement and 364 Day Credit Agreement (Gillette Co), 364 Day Credit Agreement (Gillette Co)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person or (b) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge or consolidate with another Person if (i) the Company is the corporation surviving such merger or consolidation and (ii) immediately after giving effect to such mergermerger or consolidation, no Default shall have occurred and be continuing.

Appears in 2 contracts

Samples: Term Loan Agreement (Jackson Financial Inc.), Term Loan Agreement (AXA Equitable Holdings, Inc.)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person or (b) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that nothing contained herein shall prohibit the Company may merge from merging any of its Subsidiaries with another Person if (i) and into the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuingCompany.

Appears in 2 contracts

Samples: Credit and Reimbursement Agreement (Orbital Sciences Corp /De/), Credit and Reimbursement Agreement (Orbital Sciences Corp /De/)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate with or merge with or into any other Person or ; provided that the Company may merge with another Person if (bi) the Company is the corporation surviving such merger and (ii) after giving effect to such merger, no Default shall have occurred and be continuing. The Company and its Subsidiaries will not sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 2 contracts

Samples: Credit Agreement (U S West Communications Inc), Credit Agreement (U S West Inc /De/)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge or consolidate with another Person if (ix) the Company is the corporation surviving such merger or consolidation and (iiy) immediately after giving effect to such mergermerger or consolidation, no Default shall have occurred and be continuing.

Appears in 1 contract

Samples: Term Loan Agreement (AXA Equitable Holdings, Inc.)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person or (b) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided provided, that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 1 contract

Samples: Credit Agreement (Lincoln National Corp)

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Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person Person, or consummate a Division as the Dividing Person, or (b) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided provided, that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 1 contract

Samples: Revolving Credit Agreement (Brighthouse Financial, Inc.)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all of the its assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, merger (x) no Default shall have occurred exist and be continuing(y) the Company is the surviving entity.

Appears in 1 contract

Samples: Credit Agreement (Applied Materials Inc /De)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate with or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the its assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 1 contract

Samples: Reimbursement Agreement (Ace LTD)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person or (b) sell, lease or otherwise transfer, directly or indirectlyindirectly in one transaction or a series of related transactions, all or substantially all any substantial part of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that a Subsidiary of the Company may merge with another Person or liquidate into the Company if (i) the Company is the corporation surviving such merger or liquidation and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 1 contract

Samples: Credit Agreement (Timberland Co)

Consolidations, Mergers and Sales of Assets. The Company will not (a) consolidate or merge with or into any other Person; provided that the Company may merge with a Person or if (bA) the Company is the corporation surviving such merger and (B) immediately after giving effect to any such merger, no Default shall have occurred and be continuing and all the representations and warranties of the Company contained in this Agreement shall be true. The Company will not, and will not permit its Subsidiaries to, sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the Company may merge with another Person if (i) the Company is the corporation surviving such merger and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuing.

Appears in 1 contract

Samples: Credit Agreement (Allergan Inc)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate with or merge with or into any other Person or (bii) sell, lease or otherwise transfer, directly or indirectly, all or substantially all any substantial part of the its assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided provided; that the Company may merge with another Person if (i) the Company is the corporation surviving such merger both immediately before and (ii) immediately after giving effect to such merger, thereto no Default shall have occurred and be continuing, then the Company may merge with another Person so long as the Company is the surviving entity.

Appears in 1 contract

Samples: Reimbursement Agreement (Ace LTD)

Consolidations, Mergers and Sales of Assets. The Company will not (ai) consolidate or merge with or into any other Person person unless (A) the Company shall be the surviving entity and (B) immediately thereafter no Default or Event of Default shall have occurred and be continuing or (bii) sell, lease or otherwise transfer, directly or indirectly, transfer all or substantially all any substantial part of the its assets of the Company and its Subsidiaries, taken as a whole, to any other Person; provided that the person. The Company may merge with another Person if (i) the Company is the corporation surviving such merger will not sell, lease or otherwise transfer any of its assets to any other person except for full and (ii) immediately after giving effect to such merger, no Default shall have occurred and be continuingadequate consideration.

Appears in 1 contract

Samples: Credit Facility Agreement (Eg&g Inc)

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