Common use of Consolidations, Mergers, etc Clause in Contracts

Consolidations, Mergers, etc. No Credit Party shall, and no Credit Party shall suffer or permit any of its Restricted Subsidiaries to (a) merge, amalgamate, consolidate with or into, or convey, transfer, lease or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to or in favor of any Person, except upon not less than five (5) Business Days prior written notice to Administrative Agent, (a) any Subsidiary of Axiall (other than the Canadian Borrower or SpinCo) may merge or amalgamate with, or dissolve or liquidate into, Axiall or a U.S. Subsidiary, provided, that Axiall or such U.S. Subsidiary shall be the continuing or surviving entity and all actions required to maintain perfected Liens on the Stock of the surviving entity and other Collateral in favor of Administrative Agent shall have been completed, (b) any Subsidiary of the Canadian Borrower (other than a U.S. Subsidiary) may merge or amalgamate with, or dissolve or liquidate into, the Canadian Borrower or a Canadian Subsidiary, provided, further, that the Canadian Borrower or such Canadian Subsidiary shall be the continuing or surviving entity and all actions required to maintain perfected Liens on the Stock of the surviving entity and other Collateral in favor of Administrative Agent shall have been completed (c) any Foreign Subsidiary may amalgamate, merge or consolidate with or into another Foreign Subsidiary provided if a First Tier Foreign Subsidiary is a constituent entity in such merger, amalgamation, dissolution or liquidation, such First Tier Foreign Subsidiary shall be the continuing or surviving entity and (d) any Subsidiary of Axiall (other than the Canadian Borrower or SpinCo) may be dissolved or liquidated provided that if such Subsidiary is a U.S. Credit Party, such Subsidiary’s assets are transferred to a U.S. Credit Party in connection with such liquidation or dissolution, and if such Subsidiary is a Canadian Subsidiary, such Subsidiary’s assets are transferred to a Canadian Credit Party or a U.S. Credit Party in connection with such liquidation or dissolution. Notwithstanding the foregoing, the Credit Parties may consummate the Transactions.

Consolidations, Mergers, etc. No Credit Party shall, and no Credit Party shall suffer or permit any of its Restricted Subsidiaries to (a) merge, amalgamate, consolidate with or into, or convey, transfer, lease or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to or in favor of any Person, except upon not less than five (5) Business Days prior written notice to Administrative Agent, (a) any Subsidiary of Axiall GGC (other than the Canadian Borrower or SpinCoBorrower) may merge or amalgamate with, or dissolve or liquidate into, Axiall GGC or a U.S. Domestic Subsidiary, provided, provided that Axiall GGC or such U.S. Domestic Subsidiary shall be the continuing or surviving entity and all actions required to maintain perfected Liens on the Stock of the surviving entity and other Collateral in favor of Administrative Agent shall have been completed, (b) any Subsidiary of the Canadian Borrower (other than a U.S. Domestic Subsidiary) may merge or amalgamate with, or dissolve or liquidate into, the Canadian Borrower or a Canadian Subsidiary, provided, further, provided that the Canadian Borrower or such Canadian Subsidiary shall be the continuing or surviving entity and all actions required to maintain perfected Liens on the Stock of the surviving entity and other Collateral in favor of Administrative Agent shall have been completed (c) any Foreign Subsidiary may amalgamate, merge or consolidate with or into another Foreign Subsidiary provided if a First Tier Foreign Subsidiary is a constituent entity in such merger, amalgamation, dissolution or liquidation, such First Tier Foreign Subsidiary shall be the continuing or surviving entity and (d) any Subsidiary of Axiall GGC (other than the Canadian Borrower or SpinCoBorrower) may be dissolved or liquidated provided that if such Subsidiary is a U.S. Credit PartyDomestic Subsidiary, such Subsidiary’s assets are transferred to a U.S. Domestic Credit Party in connection with such liquidation or dissolution, and if such Subsidiary is a Canadian Subsidiary, such Subsidiary’s assets are transferred to a Canadian Credit Party or a U.S. Credit Party in connection with such liquidation or dissolution. Notwithstanding the foregoing, the Credit Parties may consummate the Transactions.

Consolidations, Mergers, etc. No Credit Party shall, and no Credit Party shall suffer or permit any of its Restricted Subsidiaries to to, (a) merge, amalgamate, consolidate with or into, or convey, transfer, lease or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to or in favor of any Person, except upon not less than five (5) Business Days prior written notice to Administrative Agent, (a) any Subsidiary of Axiall (other than the Canadian Borrower or SpinCo) may merge or amalgamate with, or dissolve or liquidate into, Axiall or a U.S. SubsidiaryCredit Party, provided, that Axiall or such U.S. Subsidiary Credit Party shall be the continuing or surviving entity and all actions required to maintain perfected Liens on the Stock of the surviving entity and other Collateral in favor of Administrative Collateral Agent shall have been completed, (b) any Subsidiary of the Canadian Borrower (other than a U.S. Subsidiary) may merge or amalgamate with, or dissolve or liquidate into, the Canadian Borrower or a Canadian Subsidiary, provided, further, that the Canadian Borrower or such Canadian Subsidiary shall be the continuing or surviving entity and all actions required to maintain perfected Liens on the Stock of the surviving entity and other Collateral in favor of Administrative Agent shall have been completed (c) any Foreign Subsidiary may amalgamate, merge or consolidate with or into another Foreign Subsidiary Subsidiary, provided that if a First Tier Foreign Subsidiary is a constituent entity in such merger, amalgamation, dissolution or liquidation, such First Tier Foreign Subsidiary shall be the continuing or surviving entity entity, (c) any Subsidiary of Axiall that is not a Credit Party merge or amalgamate with, or dissolve or liquidate into any other Subsidiary of Axiall that is not a Credit Party, and (d) any Subsidiary of Axiall (other than the Canadian Borrower or SpinCo) may be dissolved or liquidated liquidated, provided that if such Subsidiary is a U.S. Credit Party, such Subsidiary’s assets are transferred to a U.S. Credit Party in connection with such liquidation or dissolution, and if such Subsidiary is a Canadian Subsidiary, such Subsidiary’s assets are transferred to a Canadian Credit Party or a U.S. Credit Party in connection with such liquidation or dissolution. Notwithstanding the foregoing, the Credit Parties may consummate the Transactions.