Common use of Fundamental Changes; Dispositions Clause in Contracts

Fundamental Changes; Dispositions. Merge, dissolve, liquidate, consolidate with or into another Person, or Dispose of (whether in one transaction or in a series of transactions) all or substantially all of the assets (whether now owned or hereafter acquired) of the Company or any Material Subsidiary to or in favor of any Person, except that, so long as no Default exists or would result therefrom: (a) any Subsidiary may merge with (i) the Company, provided that the Company will be the continuing, surviving or resulting Person, or (ii) any one or more other Subsidiaries, provided that when any wholly-owned Subsidiary is merging with another Subsidiary, the wholly-owned Subsidiary will be the continuing, surviving or resulting Person; (b) the Company or any Subsidiary may merge or consolidate with another Person in a transaction where the surviving, continuing or resulting Person is the Company or a Subsidiary; (c) any Subsidiary may Dispose of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the Company or to another Subsidiary; provided that if the transferor in such a transaction is a wholly-owned Subsidiary, then the transferee must either be the Company or a wholly-owned Subsidiary; and (d) the Company and any Subsidiary may Dispose of assets so long as the aggregate book value of all assets Disposed of by the Company and its Subsidiaries since the Closing Date pursuant to this Section 7.03(d) does not exceed 30% of Consolidated Total Assets as measured as of the applicable date of the financial information most recently delivered to the Administrative Agent pursuant to Section 4.01(a)(viii) or 6.01.

Fundamental Changes; Dispositions. Merge, dissolve, liquidate, consolidate with or into another Person, or Dispose of (whether in one transaction or in a series of transactions) all or substantially all of the assets (whether now owned or hereafter acquired) of the Company or any Material Subsidiary to or in favor of any Person, except that, so long as no Default exists or would result therefrom: (a) any Subsidiary may merge with (i) the Company, provided that the Company will be the continuing, continuing or surviving or resulting Person, or (ii) any one or more other Subsidiaries, provided that when any wholly-owned Subsidiary is merging with another Subsidiary, the wholly-owned Subsidiary will be the continuing, continuing or surviving or resulting Person; (b) the Company or any Subsidiary may merge or consolidate with another Person in a transaction where the surviving, continuing or resulting Person is the Company or a Subsidiary; (c) any Subsidiary may Dispose of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the Company or to another Subsidiary; provided that if the transferor in such a transaction is a wholly-owned Subsidiary, then the transferee must either be the Company or a wholly-owned Subsidiary; and (dc) the Company and any Subsidiary may Dispose of assets so long as the aggregate book value of all assets Disposed of by the Company and its Subsidiaries since the Closing Date pursuant to this Section 7.03(d7.03(c) does not exceed 3020% of Consolidated Total Assets as measured Assets, determined as of the applicable date of the financial information most recently delivered to the Administrative Agent pursuant to Section 4.01(a)(viii) or 6.01fiscal quarter ended December 30, 2012.

Fundamental Changes; Dispositions. Merge, dissolve, liquidate, consolidate with or into another Person, or Dispose of (whether in one transaction or in a series of transactions) all or substantially all of the assets (whether now owned or hereafter acquired) of the Company or any Material Subsidiary to or in favor of any Person, except that, so long as no Default exists or would result therefrom: (a) any Subsidiary may merge with (i) the Company, provided that the Company will be the continuing, surviving or resulting Person, or (ii) any one or more other Subsidiaries, provided that when any wholly-owned Subsidiary is merging with another Subsidiary, the wholly-owned Subsidiary will be the continuing, surviving or resulting Person; (b) the Company or any Subsidiary may merge or consolidate with another Person in a transaction where the surviving, continuing or resulting Person is the Company or a Subsidiary; (c) any Subsidiary may Dispose of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the Company or to another Subsidiary; provided that if the transferor in such a transaction is a wholly-owned Subsidiary, then the transferee must either be the Company or a wholly-owned Subsidiary; and (d) the Company and any Subsidiary may Dispose of assets so long as the aggregate book value of all assets Disposed of by the Company and its Subsidiaries since the Closing Date pursuant to this Section 7.03(d) does not exceed 3020% of Consolidated Total Assets as measured as of the applicable date of the financial information most recently delivered to the Administrative Agent pursuant to Section 4.01(a)(viii) or 6.01.

Fundamental Changes; Dispositions. Merge, dissolve, liquidate, consolidate with or into another Person, or Dispose of (whether in one transaction or in a series of transactions) all or substantially all of the assets (whether now owned or hereafter acquired) of the Company or any Material Subsidiary to or in favor of any Person, except that, so long as no Default exists or would result therefrom: (a) any Subsidiary may merge with (i) the Company, provided that the Company will be the continuing, surviving or resulting Person, or (ii) any one or more other Subsidiaries, provided that when any wholly-owned Subsidiary is merging with another Subsidiary, the wholly-owned Subsidiary will be the continuing, surviving or resulting Person; (b) the Company or any Subsidiary may merge or consolidate with another Person in a transaction where the surviving, continuing or resulting Person is the Company or a Subsidiary; (c) any Subsidiary may Dispose of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the Company or to another Subsidiary; provided that if the transferor in such a transaction is a wholly-owned Subsidiary, then the transferee must either be the Company or a wholly-owned Subsidiary; and (d) the Company and any Subsidiary may Dispose of assets so long as the aggregate book value of all assets Disposed of by the Company and its Subsidiaries since the Closing Date pursuant to this Section 7.03(d) does not exceed 30% of Consolidated Total Assets as measured as of the applicable date of the financial information most recently delivered to the Administrative Agent pursuant to the Existing Credit Agreement or Section 4.01(a)(viii) or 6.01.. Table of Contents