Common use of Fundamental Changes, Line of Business Clause in Contracts

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower will not, and will not permit any Subsidiary to, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, provided that, if at the time thereof and immediately after giving effect thereto, no Default or Parent Change in Control shall or would have occurred and be continuing: (i) any wholly-owned Subsidiary may merge into the Borrower in a transaction in which the Borrower is the surviving entity, any wholly-owned Subsidiary may merge into any Subsidiary Guarantor in a transaction in which such Subsidiary Guarantor is the surviving entity and any wholly-owned Subsidiary that is not a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that is not a Subsidiary Guarantor; (ii) any Subsidiary may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to the Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage to any material extent in any business outside of the financial services industry. (c) The Borrower will not, and will not permit any of the Subsidiaries to, change its fiscal year.

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (i) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into the Borrower in a transaction in which the Borrower is the surviving entityPerson, (ii) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into any Wholly Owned Subsidiary of the Borrower, (iii) any Wholly Owned Subsidiary of the Borrower or the Parent Guarantor used primarily as a financing vehicle in connection with a transaction in which such Subsidiary Permitted Kansas Bond Financing may merge or consolidate with and into the Borrower or the Parent Guarantor; provided that the Borrower or the Parent Guarantor is the surviving entity Person of that merger or consolidation and the Permitted Kansas Bond Financing obligations attributable to such Subsidiary have been discharged in full and such Subsidiary shall have no other Indebtedness, (iv) Permitted Acquisitions may be consummated through merger or consolidation so long as the surviving Person is the Borrower (in the case of an acquisition by the Borrower) and (v) any wholly-owned Subsidiary that is not merger or consolidation of a Subsidiary Guarantor may merge into Person whose only assets are subject of any other wholly-owned Subsidiary that is not a Subsidiary Guarantor;Asset Sale permitted by Section 8.05(m). (iib) Notwithstanding the foregoing, (i) any Subsidiary of the Borrower may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation or otherwise) to the Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and (iv) of the Borrower or and (ii) any Subsidiary may sell, transfer, lease or otherwise dispose of liquidate and distribute its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage ratably to any material extent in any business outside of the financial services industryits shareholders. (c) The Borrower will not, and will not permit any of the its Subsidiaries to, change its fiscal yeardirectly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and the Subsidiaries on the Effectiveness Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units.

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Solely at all times during the CSAG Period, each Loan Party will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into into, or consolidate with with, any other Person, or permit any other Person to merge into into, or consolidate with itwith, it or them, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, provided provided, that: (i) if, if at the time thereof and immediately after giving effect thereto, no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (iA) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge into with, or consolidate into, the Borrower in a transaction in which the Borrower is the surviving entityPerson, (B) any Wholly Owned Subsidiary of the Borrower that is (I) not a Loan Party may merge with, or consolidate into, any wholly-owned other Wholly Owned Subsidiary of the Borrower, and (II) a Loan Party may merge into with, or consolidate into, any other Wholly Owned Subsidiary Guarantor of the Borrower in a transaction in which such the surviving Person is a Loan Party, (C) Permitted Acquisitions may be consummated through merger or consolidation, so long as the surviving Person is the Borrower (in the case of an Acquisition by, or merger or consolidation with, the Borrower) or a Guarantor (in the case of an Acquisition by, or merger or consolidation, with a Guarantor), and (D) any merger with, or consolidation into, a Person in connection with any Asset Sale permitted by Section 8.05; and (ii) in connection with any merger or consolidation referred to in clause (a)(i) above, each Loan Party will, and will cause each of its respective Subsidiaries that are Loan Parties to comply with the provisions of Section 7.12, Section 7.13 and Section 7.14, in each case, on the terms set forth therein and to the extent applicable. (b) Solely at all times that are not during the CSAG Period, each Loan Party will not, and will not permit any of their respective Subsidiaries to, directly or indirectly, merge into, or consolidated with, any other Person, or permit any other Person to merge into, or consolidate with, it or them, or otherwise liquidate or dissolve, provided, that: (i) if, at the time thereof and immediately after giving effect thereto, no Default or Event of Default shall have occurred and be continuing, (A) any Subsidiary Guarantor may merge with, or consolidate into, any Loan Party in a transaction in which a Loan Party is the surviving entity Person, provided, that, in a transaction in which the Borrower and a Guarantor are merged, (I) the Borrower shall be the surviving Person, or (II) such Guarantor shall assume the obligations of, and shall become, the Borrower hereunder (subject to receipt of all reasonably requested documentation and other information in connection with applicable “know your customer” and anti-money laundering Laws, including, without limitation, the Act, and the Beneficial Ownership Regulation), and (B) any wholly-owned Subsidiary that is not a Subsidiary Guarantor of the Borrower may merge into with, or consolidate into, any other wholly-owned Subsidiary that of the Borrower; (ii) Permitted Acquisitions may be consummated through merger or consolidation, provided, that, in the case of a merger or consolidation involving the Borrower, the surviving Person is not the Borrower; and (iii) any merger or consolidation of a Person in connection with any Asset Sale permitted by Section 8.05. (c) Notwithstanding anything to the contrary in this Section 8.03, and subject to compliance with the provisions of Section 8.04 and, to the extent applicable, Section 8.06: (i) any Subsidiary Guarantor; may dispose of any or all of its Property (upon voluntary liquidation or otherwise) to any Loan Party; and (ii) any Subsidiary may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to the Borrower may liquidate or dissolve, and distribute its Property ratably to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5shareholders. (bd) The Borrower will not, and will not permit any of the its Subsidiaries to, directly or indirectly, engage to any material extent in any business outside other than businesses of the financial services industrytype conducted by the Borrower and its Subsidiaries on the Effectiveness Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units., provided, that, the Borrower may, and may permit any of its Subsidiaries to, for national security and/or public health purposes, including in connection with the COVID-19 pandemic and the resulting effects thereof, manufacture medical and/or other equipment or supplies. (ce) The Borrower Each Loan Party will not, and will not permit any of its Subsidiaries to sell, transfer, lease, or otherwise dispose (or permit the sale, transfer, lease, or other disposal) of (whether in one (1) transaction, or in a series of transactions) any of its Property, if such Property would, in the aggregate, otherwise constitute all, or substantially all, of the Property of the Loan Parties and Subsidiaries (taken as a whole) (whether now owned or hereafter acquired), to, change its fiscal yearor in favor of, any Person (other than to any Loan Party or, solely at all times that are not during the CSAG Period, any Wholly Owned Subsidiary).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (i) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into the Borrower in a transaction in which the Borrower is the surviving entityPerson, (ii) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into any Wholly Owned Subsidiary Guarantor of the Borrower in a transaction in which the surviving Person is a Wholly Owned Subsidiary of the Borrower and (if any party to such merger or consolidation is a Subsidiary Loan Party) is a Subsidiary Loan Party, (iii) any Wholly Owned Subsidiary of the Borrower or the Parent Guarantor used primarily as a financing vehicle in connection with a Permitted Kansas Bond Financing may merge or consolidate with and into the Borrower or the Parent Guarantor; provided that the Borrower or the Parent Guarantor is the surviving entity Person of that merger or consolidation and any wholly-owned the Permitted Kansas Bond Financing obligations attributable to such Subsidiary that have been discharged in full and such Subsidiary shall have no other Indebtedness, (iv) Permitted Acquisitions may be consummated through merger or consolidation so long as the surviving Person is not the Borrower (in the case of an acquisition by the Borrower) or a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that is not Loan Party (in the case of an acquisition by a Subsidiary Guarantor;Loan Party) and (v) any merger, consolidation of a Person whose only assets are the subject of any Asset Sale permitted by Section 6.05(xiii); provided that in connection with the foregoing, each of the Parent Guarantor and the Borrower will, and will cause each Subsidiary Loan Party to, take all actions necessary or reasonably requested by the Collateral Agent to maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11, 5.12 and 5.16, in each case, on the terms set forth therein and to the extent applicable. (iib) Notwithstanding the foregoing, (x) any Subsidiary of the Borrower may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation or otherwise) to the Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and Loan Party and (ivy) the Borrower or any Non-Guarantor Subsidiary may sell, transfer, lease or otherwise dispose of liquidate and distribute its assets in a transaction that is not permitted by clause ratably to its shareholders (iii) of this Section 7.3(a), provided that such salein connection with the foregoing, transfer, lease or other disposition is permitted by Section 7.5. (b) The the Parent Guarantor and Borrower will notwill, and will not permit any of the Subsidiaries cause each Subsidiary Loan Party to, engage take all actions necessary or reasonably requested by the Collateral Agent to any material maintain the perfection of or perfect, as the case may be, protect and preserve Liens on Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11, 5.12 and 5.16, in each case, on the terms set forth therein and to the extent in any business outside of the financial services industryapplicable). (c) The Borrower will not, and will not permit any of the its Subsidiaries to, change its fiscal yeardirectly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and the Subsidiary Loan Parties on the Original Effective Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units. (d) Each of the Parent Guarantor and the Borrower will not establish, create or acquire any additional Subsidiaries of any of them without the prior written consent of the Requisite Lenders; provided that, without such consent, the Borrower may establish or create (x) one or more direct or indirect Wholly Owned Subsidiaries of the Borrower so long as Sections 5.11, 5.12 and 5.16 shall be complied with, and (y) one or more Non-Guarantor Subsidiaries or Foreign Subsidiaries, so long as any Investment in such Non-Guarantor Subsidiary or Foreign Subsidiary, together with all other investments in Non-Guarantor Subsidiaries and Foreign Subsidiaries since the Original Effective Date, is permitted by Section 6.04(x) or (xvi).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Loan Parties will not, and will not permit any Subsidiary of their Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control shall or would have occurred and be continuing: , (i) CCI Illinois Holdings and CCI Texas Holdings may be merged together in a transaction in which either of them is the surviving corporation, (ii) the Borrowers may be merged together in a transaction in which either of them is the surviving corporation, (iii) any wholly-wholly owned Subsidiary may merge into the a Borrower in a transaction in which the such Borrower is the surviving entitycorporation, (iv) any wholly-wholly owned Subsidiary may merge with or into any wholly owned Subsidiary Guarantor in a transaction in which such Subsidiary Guarantor is the surviving entity and any wholly-owned Subsidiary that is not a Subsidiary Guarantor may merge into and (if any other wholly-owned Subsidiary that party to such merger is not a Subsidiary Guarantor; Loan Party, the surviving entity is a Subsidiary Loan Party) and (iiiv) any Subsidiary may merge with any Person or into an entity in a Permitted Acquisition in a transaction that in which the surviving entity is not permitted by clause (i) of this Section 7.3(a), a Loan Party; provided that such merger is permitted in connection with the foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by Section 7.4 the Administrative Agent or 7.5the Collateral Agent to expressly assume the obligations of each non-surviving entity under each of the Loan Documents and to maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11 and 5.12, in each case, on the terms set forth therein and to the extent applicable;. (iiib) Notwithstanding the foregoing, any Subsidiary may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation or otherwise) to the a Borrower or Subsidiary Loan Party (provided that in connection with the foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by the Collateral Agent to any Subsidiary Guarantor maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11 and 5.12, in each case, on the terms set forth therein and to the extent applicable), and any Subsidiary that which is not a Subsidiary Guarantor Loan Party may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that which is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5Loan Party. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage to any material extent in any business outside of the financial services industry. (c) The Borrower will not, and will not permit any of the Subsidiaries to, change its fiscal year.

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, (i) if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (iA) any wholly-owned Subsidiary of the Borrower or the Parent Guarantor may merge or consolidate with and into the Parent Guarantor or the Borrower in a transaction in which the Parent Guarantor or the Borrower is the surviving entity, any wholly-owned Subsidiary may merge into any Subsidiary Guarantor Person; provided that in a transaction in which such Subsidiary the Borrower and the Parent Guarantor is are merged, the Borrower shall be the surviving entity person or the Parent Guarantor shall assume the obligations of, and shall become, the Borrower hereunder (subject to receipt of all reasonably requested documentation and other information in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Act, and the Beneficial Ownership Regulation) and (B) any wholly-owned Subsidiary that is not a Subsidiary Guarantor of the Borrower may merge or consolidate with and into any other wholly-owned Subsidiary that of the Borrower, (ii) Permitted Acquisitions may be consummated through merger or consolidation so long as, in the case of a merger or consolidation involving the Borrower, the surviving Person is not the Borrower and (iii) any merger or consolidation of a Person whose only assets are subject of any Asset Sale permitted by Section 8.03(d). (b) Notwithstanding the foregoing, (i) any Subsidiary Guarantor; of the Borrower may dispose of any or all of its assets (upon voluntary liquidation or otherwise) to the Parent Guarantor or the Borrower or to any other Subsidiary of the Borrower and (ii) any Subsidiary may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of liquidate and distribute its assets (including Equity Interests) ratably to the Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage to any material extent in any business outside of the financial services industryshareholders. (c) The Borrower will not, and will not permit any of the its Subsidiaries to, change directly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and the Subsidiaries on the Effectiveness Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units. (d) Each of the Parent Guarantor and the Borrower will not, and will not permit any of their respective Subsidiaries to, sell, transfer, lease or otherwise dispose (or permit the sale, transfer, lease or other disposal) of (whether in one transaction or in a series of transactions) any of its fiscal yearassets if such assets would, in the aggregate, otherwise constitute all or substantially all of the assets of the Parent Guarantor and its Subsidiaries (taken as a whole) (whether now owned or hereafter acquired) to or in favor of any Person (other than to the Parent Guarantor or any wholly-owned Subsidiary of the Parent Guarantor).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Borrowers will not, and will not permit any Subsidiary (other than any Dormant Company) to, merge into or consolidate with into any other Person, or permit any other Person to merge into or consolidate with it, or sell, transferlease, lease transfer or otherwise dispose of (in one a single transaction or in a series of transactions) all or substantially all of its assetsassets (in each case, whether now owned or hereafter acquired) or all or substantially all of the Equity Interests issued by stock of any of the its Subsidiaries (in each case, whether now owned or hereafter acquired), ) or liquidate or dissolve; provided, provided that, that if at the time thereof and immediately after giving effect thereto, no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: continuing (i) a Borrower or any wholly-owned Subsidiary (other than a Dormant Company) may merge into the Borrower in with a transaction in which the Borrower is the surviving entity, any wholly-owned Subsidiary may merge into any Subsidiary Guarantor in a transaction in which such Subsidiary Guarantor is the surviving entity and any wholly-owned Subsidiary Person that is not a Subsidiary Guarantor may merge into any other wholly-owned if a Borrower (or such Subsidiary that if a Borrower is not a Subsidiary Guarantor; party to such merger) is the surviving Person, (ii) any Subsidiary may merge with into another Subsidiary (other than a Dormant Company); provided, that if any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that party to such merger is permitted by Section 7.4 or 7.5a Subsidiary Loan Party (other than a Dormant Company), as applicable; the Subsidiary Loan Party shall be the surviving Person, (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to the a Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sell, transfer, lease or otherwise dispose of all or substantially all of its assets to a Borrower or 66 another Subsidiary Loan Party (including Equity Interestsother than a Dormant Company), (iv) any Subsidiary may liquidate or dissolve if the Borrowers determine in good faith that such liquidation or dissolution is in the best interests of the Borrowers and is not materially disadvantageous to the Lenders and (v) any other Subsidiary may be sold so long as such sale is permitted under Section 7.6; provided, that any merger involving a Person that is not a Wholly-Owned Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is immediately prior to such merger shall not be permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is unless also permitted by Section 7.57.4. (b) The Borrower Borrowers will not, and will not permit any of the Subsidiaries Subsidiary to, engage to any material substantial extent in any business outside other than businesses of the financial services industry. (c) type conducted by the Borrowers and the Subsidiaries on the Closing Date and businesses reasonably related thereto. The Borrower will not, and Borrowers will not permit any Dormant Company to own any material assets or incur any Indebtedness or other material liabilities. The Borrowers will not at any time permit the aggregate revenues and assets of the Dormant Companies to exceed 1% of the aggregate revenues and assets of Cxxxxxxx and its Subsidiaries to, change its fiscal yearon a consolidated basis.

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Loan Parties will not, and will not permit any Subsidiary of their Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control shall or would have occurred and be continuing: , (i) any wholly-wholly owned Subsidiary may merge into the Borrower in a transaction in which the Borrower is the surviving entitycorporation, (ii) any wholly-wholly owned Subsidiary may merge with or into any wholly owned Subsidiary Guarantor in a transaction in which such Subsidiary Guarantor is the surviving entity and any wholly-is a wholly owned Subsidiary that (and if any party to such merger is not a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that Loan Party, the surviving entity is not a Subsidiary Guarantor; Loan Party), and (iiiii) any Subsidiary may merge with any Person or into an entity in a Permitted Acquisition in a transaction that in which the surviving entity is not permitted by clause (i) of this Section 7.3(a), a Loan Party; provided that such merger is permitted in connection with the foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by Section 7.4 the Administrative Agent to expressly assume the obligations of each non-surviving entity under each of the Loan Documents and to maintain the perfection of or 7.5perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Administrative Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11 and 5.12, in each case, on the terms set forth therein and to the extent applicable;. (iiib) Notwithstanding the foregoing, any Subsidiary of Holdings may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation or otherwise) to the Borrower or Subsidiary Loan Party (provided that in connection with the foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by the Administrative Agent to any Subsidiary Guarantor maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Administrative Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11 and 5.12, in each case, on the terms set forth therein and to the extent applicable and provided further that such dispositions shall not be for more than the fair market value of the assets being disposed of), and any Subsidiary that which is not a Subsidiary Guarantor Loan Party may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that which is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage to any material extent in any business outside of the financial services industryLoan Party. (c) The Borrower will not, and will not permit any of the its Subsidiaries to, change directly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and its fiscal yearSubsidiaries on the date of this Agreement and businesses reasonably related thereto and other businesses specified on Schedule 6.03(c). (d) Holdings will not engage in any business other than holding Equity Interests of the Borrower, issuing its Equity Interests or other Indebtedness which it is permitted to incur pursuant to Section 6.01, maintaining its existence, performing its obligations under the federal securities laws and performing activities reasonably related thereto.

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Solely at all times during the SAG Period, each Loan Party will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into into, or consolidate with with, any other Person, or permit any other Person to merge into into, or consolidate with itwith, it or them, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, provided provided, that: (i) if, if at the time thereof and immediately after giving effect thereto, no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (iA) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge into with, or consolidate into, the Borrower in a transaction in which the Borrower is the surviving entityPerson, (B) any Wholly Owned Subsidiary of the Borrower that is (I) not a Loan Party may merge with, or consolidate into, any wholly-owned other Wholly Owned Subsidiary of the Borrower, and (II) a Loan Party may merge into with, or consolidate into, any other Wholly Owned Subsidiary Guarantor of the Borrower in a transaction in which such the surviving Person is a Loan Party, (C) Permitted Acquisitions may be consummated through merger or consolidation, so long as the surviving Person is the Borrower (in the case of an Acquisition by, or merger or consolidation with, the Borrower) or a Guarantor (in the case of an Acquisition by, or merger or consolidation, with a Guarantor), and (D) any merger with, or consolidation into, a Person in connection with any Asset Sale permitted by Section 8.05; and (ii) in connection with any merger or consolidation referred to in clause (a)(i) above, each Loan Party will, and will cause each of its respective Subsidiaries that are Loan Parties to comply with the provisions of Section 7.12 on the terms set forth therein and to the extent applicable. (b) Solely at all times that are not during the SAG Period, each Loan Party will not, and will not permit any of their respective Subsidiaries to, directly or indirectly, merge into, or consolidated with, any other Person, or permit any other Person to merge into, or consolidate with, it or them, or otherwise liquidate or dissolve, provided, that: (i) if, at the time thereof and immediately after giving effect thereto, no Default or Event of Default shall have occurred and be continuing, (A) any Subsidiary Guarantor may merge with, or consolidate into, any Loan Party in a transaction in which a Loan Party is the surviving entity Person, provided, that, in a transaction in which the Borrower and a Guarantor are merged, (I) the Borrower shall be the surviving Person, or (II) such Guarantor shall assume the obligations of, and shall become, the Borrower hereunder (subject to receipt of all reasonably requested documentation and other information in connection with applicable “know your customer” and anti-money laundering Laws, including, without limitation, the Act, and the Beneficial Ownership Regulation), and (B) any wholly-owned Subsidiary that is not a Subsidiary Guarantor of the Borrower may merge into with, or consolidate into, any other wholly-owned Subsidiary that of the Borrower; (ii) Permitted Acquisitions may be consummated through merger or consolidation, provided, that, in the case of a merger or consolidation involving the Borrower, the surviving Person is not the Borrower; and (iii) any merger or consolidation of a Person in connection with any Asset Sale permitted by Section 8.05. (c) Notwithstanding anything to the contrary in this Section 8.03, and subject to compliance with the provisions of Section 8.04 and, to the extent applicable, Section 8.06: (i) any Subsidiary Guarantor; may dispose of any or all of its Property (upon voluntary liquidation or otherwise) to any Loan Party; and (ii) any Subsidiary may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to the Borrower may liquidate or dissolve, and distribute its Property ratably to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5shareholders. (bd) The Borrower will not, and will not permit any of the its Subsidiaries to, directly or indirectly, engage to any material extent in any business outside other than businesses of the financial services industrytype conducted by the Borrower and its Subsidiaries on the Effectiveness Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units. (ce) The Borrower Each Loan Party will not, and will not permit any of its Subsidiaries to sell, transfer, lease, or otherwise dispose (or permit the sale, transfer, lease, or other disposal) of (whether in one (1) transaction, or in a series of transactions) any of its Property, if such Property would, in the aggregate, otherwise constitute all, or substantially all, of the Property of the Loan Parties and Subsidiaries (taken as a whole) (whether now owned or hereafter acquired), to, change its fiscal yearor in favor of, any Person (other than to any Loan Party or, solely at all times that are not during the SAG Period, any Wholly Owned Subsidiary).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower will Loan Parties shall not, and will shall not permit any Subsidiary of their Subsidiaries to, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control shall or would have occurred and be continuing: , (i) any wholly-owned Subsidiary may merge into the Borrower in a transaction in which the Borrower is the surviving entitycorporation, (ii) any wholly-owned Subsidiary may merge with or consolidate into any wholly-owned Subsidiary Guarantor in a transaction in which such Subsidiary Guarantor is the surviving entity and any wholly-owned Subsidiary that is not a Subsidiary Guarantor may merge into and (if any other wholly-owned Subsidiary that is not a Subsidiary Guarantor; (ii) any Subsidiary may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that party to such merger is permitted by a Subsidiary Loan Party) is a Subsidiary Loan Party (if it would be required to be so pursuant to Section 7.4 or 7.55.16), as applicable; (iii) any Permitted Acquisition may be consummated so long as the surviving person is Borrower or a Subsidiary Loan Party (if it would be required to be so pursuant to Section 5.16); provided that in connection with the foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by the Collateral Agent to maintain the perfection of or perfect, as the case may sellbe, transferprotect and preserve the Liens on the Collateral granted to the Collateral Agent pursuant to the Pledge Agreements and otherwise comply with the provisions of Sections 5.11, lease 5.12 and 5.16, in each case on the terms set forth therein and to the extent applicable and (iv) any Non-Loan Party may merge with or otherwise consolidate into any other Non-Loan Party. (b) Notwithstanding the provisions of clause (a), any Loan Party may dispose of all any or substantially all of its assets (including Equity Interests) to the Borrower upon voluntary liquidation or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interestsotherwise) to any other Subsidiary Loan Party (provided that is not a Subsidiary Guarantor; and (iv) in connection with the Borrower foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by the Collateral Agent to maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Collateral Agent pursuant to the Pledge Agreements and otherwise comply with the provisions of Sections 5.11 and 5.12, in each case on the terms set forth therein and to the extent applicable), and any Subsidiary Non-Loan Party may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage to any material extent in any business outside of the financial services industryother Non-Loan Party. (c) The Borrower will Loan Parties shall not, and will shall not permit any of the its Subsidiaries to, change directly or indirectly, engage in any business other than businesses of the type conducted by the Loan Parties and their Subsidiaries on the Effective Date and businesses reasonably related thereto. (d) Borrower shall not engage in any business activities or have any properties or liabilities other than (i) its fiscal yeardirect ownership of the Equity Interests of its Subsidiaries, (ii) obligations under the Loan Documents and the Merger Documents and (iii) activities and properties incidental to the foregoing clauses (i) and (ii).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (i) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into the Borrower in a transaction in which the Borrower is the surviving entityPerson, (ii) any wholly-owned Wholly Owned Subsidiary of the Borrower (A) that is not a Subsidiary Loan Party may merge or consolidate with and into any Wholly Owned Subsidiary Guarantor of the Borrower and (B) that is a Subsidiary Loan Party may merge or consolidate with and into any Wholly Owned Subsidiary of the Borrower in a transaction in which such the surviving Person is a Subsidiary Loan Party, (iii) any Wholly Owned Subsidiary of the Borrower or the Parent Guarantor used primarily as a financing vehicle in connection with a Permitted Kansas Bond Financing may merge or consolidate with and into the Borrower or the Parent Guarantor; provided that the Borrower or the Parent Guarantor is the surviving entity Person of that merger or consolidation and any wholly-owned the Permitted Kansas Bond Financing obligations attributable to such Subsidiary that have been discharged in full and such Subsidiary shall have no other Indebtedness, (iv) Permitted Acquisitions may be consummated through merger or consolidation so long as the surviving Person is not the Borrower (in the case of an acquisition by the Borrower) or a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that is not Loan Party (in the case of an acquisition by a Subsidiary Guarantor;Loan Party) and (v) any merger, consolidation of a Person whose only assets are the subject of any Asset Sale permitted by Section 8.05(xiii); provided that in connection with the foregoing, each of the Parent Guarantor and the Borrower will, and will cause each Subsidiary Loan Party to, take all actions necessary or reasonably requested by the Collateral Agent to maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 7.11, 7.12 and 7.15, in each case, on the terms set forth therein and to the extent applicable. (iib) Notwithstanding the foregoing, (x) any Subsidiary of the Borrower may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation or otherwise) to the Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and Loan Party and (ivy) the Borrower or any Non-Guarantor Subsidiary may sell, transfer, lease or otherwise dispose of liquidate and distribute its assets in a transaction that is not permitted by clause ratably to its shareholders (iii) of this Section 7.3(a), provided that such salein connection with the foregoing, transfer, lease or other disposition is permitted by Section 7.5. (b) The the Parent Guarantor and Borrower will notwill, and will not permit any of the Subsidiaries cause each Subsidiary Loan Party to, engage take all actions necessary or reasonably requested by the Collateral Agent to any material maintain the perfection of or perfect, as the case may be, protect and preserve Liens on Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 7.11, 7.12 and 7.15, in each case, on the terms set forth therein and to the extent in any business outside of the financial services industryapplicable). (c) The Borrower will not, and will not permit any of the its Subsidiaries to, change its fiscal yeardirectly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and the Subsidiary Loan Parties on the Closing Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units. (d) Each of the Parent Guarantor and the Borrower will not establish, create or acquire any additional Subsidiaries of any of them without the prior written consent of the Requisite Lenders; provided that, without such consent, the Borrower may establish or create (x) one or more direct or indirect Wholly Owned Subsidiaries of the Borrower so long as Sections 7.11, 7.12 and 7.15 shall be complied with, and (y) one or more Non-Guarantor Subsidiaries or Foreign Subsidiaries, so long as any Investment in such Non-Guarantor Subsidiary or Foreign Subsidiary, together with all other investments in Non-Guarantor Subsidiaries and Foreign Subsidiaries since the Closing Date, is permitted by Section 8.04(x) or (xv).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (i) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into the Borrower in a transaction in which the Borrower is the surviving entityPerson, (ii) any wholly-owned Wholly Owned Subsidiary of the Borrower (A) that is not a Subsidiary Loan Party may merge or consolidate with and into any Wholly Owned Subsidiary Guarantor of the Borrower and (B) that is a Subsidiary Loan Party may merge or consolidate with and into any Wholly Owned Subsidiary of the Borrower in a transaction in which such the surviving Person is a Subsidiary Loan Party, (iii) any Wholly Owned Subsidiary of the Borrower or the Parent Guarantor used primarily as a financing vehicle in connection with a Permitted Kansas Bond Financing may merge or consolidate with and into the Borrower or the Parent Guarantor; provided that the Borrower or the Parent Guarantor is the surviving entity Person of that merger or consolidation and any wholly-owned the Permitted Kansas Bond Financing obligations attributable to such Subsidiary that have been discharged in full and such Subsidiary shall have no other Indebtedness, (iv) Permitted Acquisitions may be consummated through merger or consolidation so long as the surviving Person is not the Borrower (in the case of an acquisition by the Borrower) or a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that is not Loan Party (in the case of an acquisition by a Subsidiary Guarantor;Loan Party) and (v) any merger, consolidation of a Person whose only assets are the subject of any Asset Sale permitted by Section 6.05(xiii); provided that in connection with the foregoing, each of the Parent Guarantor and the Borrower will, and will cause each Subsidiary Loan Party to, take all actions necessary or reasonably requested by the Collateral Agent to maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11, 5.12 and 5.16, in each case, on the terms set forth therein and to the extent applicable. (iib) Notwithstanding the foregoing, (x) any Subsidiary of the Borrower may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation or otherwise) to the Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and Loan Party and (ivy) the Borrower or any Non-Guarantor Subsidiary may sell, transfer, lease or otherwise dispose of liquidate and distribute its assets in a transaction that is not permitted by clause ratably to its shareholders (iii) of this Section 7.3(a), provided that such salein connection with the foregoing, transfer, lease or other disposition is permitted by Section 7.5. (b) The the Parent Guarantor and Borrower will notwill, and will not permit any of the Subsidiaries cause each Subsidiary Loan Party to, engage take all actions necessary or reasonably requested by the Collateral Agent to any material maintain the perfection of or perfect, as the case may be, protect and preserve Liens on Collateral granted to the Collateral Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11, 5.12 and 5.16, in each case, on the terms set forth therein and to the extent in any business outside of the financial services industryapplicable). (c) The Borrower will not, and will not permit any of the its Subsidiaries to, change its fiscal yeardirectly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and the Subsidiary Loan Parties on the Original Effective Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units. (d) Each of the Parent Guarantor and the Borrower will not establish, create or acquire any additional Subsidiaries of any of them without the prior written consent of the Requisite Lenders; provided that, without such consent, the Borrower may establish or create (x) one or more direct or indirect Wholly Owned Subsidiaries of the Borrower so long as Sections 5.11, 5.12 and 5.16 shall be complied with, and (y) one or more Non-Guarantor Subsidiaries or Foreign Subsidiaries, so long as any Investment in such Non-Guarantor Subsidiary or Foreign Subsidiary, together with all other investments in Non-Guarantor Subsidiaries and Foreign Subsidiaries since the Original Effective Date, is permitted by Section 6.04(x) or (xvi).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower will not, and will not permit any Subsidiary of its Restricted Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control shall or would have occurred and be continuing: , (i) any wholly-owned Wholly Owned Subsidiary may merge into the Borrower in a transaction in which the Borrower is the surviving entitycorporation, (ii) any wholly-owned Subsidiary of the Borrower may merge with or into or consolidate with any Restricted Subsidiary Guarantor in a transaction in which such Subsidiary Guarantor is the surviving or resulting entity and is a Restricted Subsidiary (provided that if any wholly-owned party to such merger or consolidation is a Subsidiary that is not Guarantor, the surviving or resulting entity shall be a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that is not a Wholly Owned Subsidiary Guarantor;of the Borrower), and (iii) Permitted Acquisitions as permitted by Section 6.04(vii) may be consummated. (iib) any Subsidiary may merge with any Person in a transaction that is not permitted by clause Notwithstanding the foregoing, (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Restricted Subsidiary may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation, dissolution or otherwise) to the Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Wholly Owned Subsidiary of the Borrower, (ii) any Non-Guarantor Restricted Subsidiary may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation, dissolution or otherwise) to any other Subsidiary that is not a Subsidiary Guarantor; and (iv) the Borrower or any other Restricted Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause a Wholly Owned Subsidiary of the Borrower and (iii) of this Section 7.3(a), provided that such sale, transfer, lease any Immaterial Restricted Subsidiary may liquidate or other disposition is permitted by Section 7.5. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage to any material extent in any business outside of the financial services industrydissolve. (c) The Borrower will not, and will not permit any of the its Restricted Subsidiaries to, change directly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and its fiscal yearRestricted Subsidiaries on the Effective Date and businesses substantially similar, ancillary or reasonably related thereto.

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Solely at all times during the CSAG Period, each Loan Party will not, and will not permit any Subsidiary of their respective Subsidiaries to, directly or indirectly, merge into into, or consolidate with with, any other Person, or permit any other Person to merge into into, or consolidate with itwith, it or them, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, provided provided, that: (i) if, if at the time thereof and immediately after giving effect thereto, no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: , (iA) any wholly-owned Wholly Owned Subsidiary of the Borrower may merge into with, or consolidate into, the Borrower in a transaction in which the Borrower is the surviving entityPerson, (B) any Wholly Owned Subsidiary of the Borrower that is (I) not a Loan Party may merge with, or consolidate into, any wholly-owned other Wholly Owned Subsidiary of the Borrower, and (II) a Loan Party may merge into with, or consolidate into, any other Wholly Owned Subsidiary Guarantor of the Borrower in a transaction in which such the surviving Person is a Loan Party, (C) Permitted Acquisitions may be consummated through merger or consolidation, so long as the surviving Person is the Borrower (in the case of an Acquisition by, or merger or consolidation with, the Borrower) or a Guarantor (in the case of an Acquisition by, or merger or consolidation, with a Guarantor), and (D) any merger with, or consolidation into, a Person in connection with any Asset Sale permitted by Section 8.05; and (ii) in connection with any merger or consolidation referred to in clause (a)(i) above, each Loan Party will, and will cause each of its respective Subsidiaries that are Loan Parties to comply with the provisions of Section 7.12, Section 7.13 and Section 7.14, in each case, on the terms set forth therein and to the extent applicable. (b) Solely at all times that are not during the CSAG Period, each Loan Party will not, and will not permit any of their respective Subsidiaries to, directly or indirectly, merge into, or consolidated with, any other Person, or permit any other Person to merge into, or consolidate with, it or them, or otherwise liquidate or dissolve, provided, that: (i) if, at the time thereof and immediately after giving effect thereto, no Default or Event of Default shall have occurred and be continuing, (A) any Subsidiary Guarantor may merge with, or consolidate into, any Loan Party in a transaction in which a Loan Party is the surviving entity Person, provided, that, in a transaction in which the Borrower and a Guarantor are merged, (I) the Borrower shall be the surviving Person, or (II) such Guarantor shall assume the obligations of, and shall become, the Borrower hereunder (subject to receipt of all reasonably requested documentation and other information in connection with applicable “know your customer” and anti-money laundering Laws, including, without limitation, the Act, and the Beneficial Ownership Regulation), and (B) any wholly-owned Subsidiary that is not a Subsidiary Guarantor of the Borrower may merge into with, or consolidate into, any other wholly-owned Subsidiary that of the Borrower; (ii) Permitted Acquisitions may be consummated through merger or consolidation, provided, that, in the case of a merger or consolidation involving the Borrower, the surviving Person is not the Borrower; and (iii) any merger or consolidation of a Person in connection with any Asset Sale permitted by Section 8.05. (c) Notwithstanding anything to the contrary in this Section 8.03, and subject to compliance with the provisions of Section 8.04 and, to the extent applicable, Section 8.06: (i) any Subsidiary Guarantor; may dispose of any or all of its Property (upon voluntary liquidation or otherwise) to any Loan Party; and (ii) any Subsidiary may merge with any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that such merger is permitted by Section 7.4 or 7.5, as applicable; (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to the Borrower may liquidate or dissolve, and distribute its Property ratably to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5shareholders. (bd) The Borrower will not, and will not permit any of the its Subsidiaries to, directly or indirectly, engage to any material extent in any business outside other than businesses of the financial services industrytype conducted by the Borrower and its Subsidiaries on the Effectiveness Date and businesses similar, complementary, or reasonably related thereto and reasonable extensions thereof, including, without limitation, the modification, maintenance, repair and overhaul businesses and the direct marketing and sale of spare parts and units, provided, that, the Borrower may, and may permit any of its Subsidiaries to, for national security and/or public health purposes, including in connection with the COVID-19 pandemic and the resulting effects thereof, manufacture medical and/ormanufacture medical, safety, health and/or other equipment or supplies, so long as such line(s) of business do not, when taken together, constitute a material portion of the revenue or operations of the Loan Parties and Subsidiaries, taken as a whole. (ce) The Borrower Each Loan Party will not, and will not permit any of its Subsidiaries to sell, transfer, lease, or otherwise dispose (or permit the sale, transfer, lease, or other disposal) of (whether in one (1) transaction, or in a series of transactions) any of its Property, if such Property would, in the aggregate, otherwise constitute all, or substantially all, of the Property of the Loan Parties and Subsidiaries (taken as a whole) (whether now owned or hereafter acquired), to, change its fiscal yearor in favor of, any Person (other than to any Loan Party or, solely at all times that are not during the CSAG Period, any Wholly Owned Subsidiary).

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Loan Parties will not, and will not permit any Subsidiary of their Subsidiaries to, directly or indirectly, merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Interests issued by any of the Subsidiaries (in each case, whether now owned or hereafter acquired)them, or liquidate or dissolve, provided except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Parent Change in Control shall or would have occurred and be continuing: , (i) any wholly-wholly owned Subsidiary may merge into the Borrower in a transaction in which the Borrower is the surviving entitycorporation, (ii) any wholly-wholly owned Subsidiary may merge with or into any wholly owned Subsidiary Guarantor in a transaction in which such Subsidiary Guarantor is the surviving entity and any wholly-is a wholly owned Subsidiary that (and if any party to such merger is not a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that Loan Party, the surviving entity is not a Subsidiary Guarantor; Loan Party), and (iiiii) any Subsidiary may merge with any Person or into an entity in a Permitted Acquisition in a transaction that in which the surviving entity is not permitted by clause (i) of this Section 7.3(a), a Loan Party; provided that such merger is permitted in connection with the foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by Section 7.4 the Administrative Agent to expressly assume the obligations of each non-surviving entity under each of the Loan Documents and to maintain the perfection of or 7.5perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Administrative Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11 and 5.12, in each case, on the terms set forth therein and to the extent applicable;. (iiib) Notwithstanding the foregoing, any Subsidiary of Holdings may sell, transfer, lease or otherwise dispose of all any or substantially all of its assets (including Equity Interestsupon voluntary liquidation or dissolution or otherwise) to the Borrower or Subsidiary Loan Party (provided that in connection with the foregoing, the appropriate Loan Parties shall take all actions necessary or reasonably requested by the Administrative Agent to any Subsidiary Guarantor maintain the perfection of or perfect, as the case may be, protect and preserve the Liens on the Collateral granted to the Administrative Agent pursuant to the Security Documents and otherwise comply with the provisions of Sections 5.11 and 5.12, in each case, on the terms set forth therein and to the extent applicable and provided further that such dispositions shall not be for more than the fair market value of the assets being disposed of), and any Subsidiary that which is not a Subsidiary Guarantor Loan Party may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to any other Subsidiary that which is not a Subsidiary Guarantor; and (iv) the Borrower or any Subsidiary may sell, transfer, lease or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that such sale, transfer, lease or other disposition is permitted by Section 7.5. (b) The Borrower will not, and will not permit any of the Subsidiaries to, engage to any material extent in any business outside of the financial services industryLoan Party. (c) The Borrower will not, and will not permit any of the its Subsidiaries to, change directly or indirectly, engage in any business other than businesses of the type conducted by the Borrower and its fiscal yearSubsidiaries on the date of this Agreement and businesses reasonably related thereto and other businesses specified on Schedule 6.03(c). (d) Holdings will not engage in any business other than holding Equity Interests of the Borrower, issuing its Equity Interests or other Indebtedness which it is permitted to incur pursuant to Section 6.01, maintaining its existence, performing its obligations under the federal securities laws and performing activities reasonably related thereto.

Fundamental Changes, Line of Business. Fiscal Year -------------------------------------------------- (a) The Borrower Borrowers will not, and will not permit any Subsidiary (other than any Dormant Company) to, merge into or consolidate with into any other Person, or permit any other Person to merge into or consolidate with it, or sell, transferlease, lease transfer or otherwise dispose of (in one a single transaction or in a series of transactions) all or substantially all of its assetsassets (in each case, whether now owned or hereafter acquired) or all or substantially all of the Equity Interests issued by Interest of any of the its Subsidiaries (in each case, whether now owned or hereafter acquired), ) or liquidate or dissolve; provided, provided that, that if at the time thereof and immediately after giving effect thereto, no Default or Parent Change in Control Event of Default shall or would have occurred and be continuing: continuing (i) any wholly-owned Subsidiary may merge into the a Borrower in a transaction in which the Borrower is the surviving entity, any wholly-owned Subsidiary may merge into or any Subsidiary Guarantor (other than a Dormant Company) may, in connection with a transaction in which such Subsidiary Guarantor is the surviving entity and any wholly-owned Subsidiary Permitted Acquisition, merge with a Person that is not a Subsidiary Guarantor may merge into any other wholly-owned Subsidiary that if a Borrower (or such Subsidiary) is not a Subsidiary Guarantor; the surviving Person, (ii) any Subsidiary may merge with into another Subsidiary (other than a Dormant Company) or either Borrower; provided, that if any Person in a transaction that is not permitted by clause (i) of this Section 7.3(a), provided that party to such merger is permitted by Section 7.4 or 7.5a Loan Party (other than a Dormant Company), as applicable; the Loan Party shall be the surviving Person, (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets (including Equity Interests) to the a Borrower or to any Subsidiary Guarantor and any Subsidiary that is not a Subsidiary Guarantor (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sell, transfer, lease or otherwise dispose of all or substantially all of its assets to a Borrower or another Subsidiary Loan Party (including Equity Interests) to any other Subsidiary that is not than a Subsidiary Guarantor; and Dormant Company), (iv) any Dormant Company may liquidate or dissolve if the Borrower Borrowers determine in good faith that such liquidation or any dissolution is in the best interests of the Borrowers and is not materially disadvantageous to the Lenders and (v) the asset or Equity Interest of a Subsidiary may sell, transfer, lease be sold or otherwise dispose of its assets in a transaction that is not permitted by clause (iii) of this Section 7.3(a), provided that transferred so long as such sale, transfer, lease sale or other disposition transfer is permitted by under Section 7.57.6. (b) The Borrower Borrowers will not, and will not permit any of the Subsidiaries Subsidiary to, engage to any material extent in any business outside other than businesses of the financial services industrytype conducted by the Borrowers and the Subsidiaries on the Closing Date and businesses reasonably related thereto. (c) The Borrower will not, and Borrowers will not permit any Dormant Company to own any material assets or incur any Indebtedness or other material liabilities. The Borrowers will not at any time permit the aggregate revenues and assets of the Dormant Companies to exceed 1% of the aggregate revenues and assets of Cxxxxxxx and its Subsidiaries to, change its fiscal yearon a consolidated basis.