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

Fundamental Changes, Line of Business. (a) The Borrowers will not, and will not permit any Subsidiary (other than any Dormant Company) to, merge into or consolidate into any other Person, or permit any other Person to merge into or consolidate with it, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its 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 Event of Default shall have occurred and be continuing (i) a Borrower or any Subsidiary (other than a Dormant Company) may merge with a Person that is not a Subsidiary if a Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (ii) any Subsidiary may merge into another Subsidiary (other than a Dormant Company); provided, that if any party to such merger is a Subsidiary Loan Party (other than a Dormant Company), 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 to a Borrower or to a Subsidiary (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sell, lease or otherwise dispose of all or substantially all of its assets to a Borrower or 66 another Subsidiary Loan Party (other 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 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 immediately prior to such merger shall not be permitted unless also permitted by Section 7.4.

Fundamental Changes, Line of Business. (a) The Borrowers Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into or consolidate into with any other Person, or permit any other Person to merge into or consolidate with itthem, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; provided, that except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Event of Default shall have occurred and be continuing continuing, (i) a any Wholly Owned Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) may merge or consolidate with and into the Borrower in a Person that is not a Subsidiary if a transaction in which the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (ii) any Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into another any Wholly Owned Subsidiary of the Borrower in a transaction in which the surviving Person is a Wholly Owned Subsidiary of the Borrower and (other than a Dormant Company); provided, that 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 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) or a Subsidiary Loan Party (other than a Dormant Company), in the Subsidiary Loan Party shall be the surviving Person, (iii) any Subsidiary may sell, transfer, lease or otherwise dispose case of all or substantially all of its assets to a Borrower or to a Subsidiary (other than a Dormant Company); provided, that an acquisition by a Subsidiary Loan Party may only sell, lease or otherwise dispose of all or substantially all of its assets to a Borrower or 66 another Subsidiary Loan Party (other than a Dormant Company), (ivParty) 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 Subsidiary may be sold so long as such sale is permitted under Section 7.6; providedmerger, that any merger involving consolidation of a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also whose only assets are the subject of any Asset Sale permitted by Section 7.46.05(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.

Fundamental Changes, Line of Business. (a) The Borrowers Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into or consolidate into with any other Person, or permit any other Person to merge into or consolidate with itthem, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; provided, that except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Event of Default shall have occurred and be continuing continuing, (i) a any Wholly Owned Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) may merge or consolidate with and into the Borrower in a Person that is not a Subsidiary if a transaction in which the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (ii) any Wholly Owned Subsidiary of the Borrower (A) that is not a Subsidiary Loan Party may merge or consolidate with and into another any Wholly Owned Subsidiary of the Borrower and (other than a Dormant Company); provided, B) that if any party to such merger is a Subsidiary Loan Party (other than may merge or consolidate with and into any Wholly Owned Subsidiary of the Borrower in a Dormant Company), transaction in which the surviving Person is a Subsidiary Loan Party shall be the surviving PersonParty, (iii) any Wholly Owned Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets to a 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 Person of that merger or consolidation and the Permitted Kansas Bond Financing obligations attributable to a such Subsidiary have been discharged in full and such Subsidiary shall have no other Indebtedness, (other than a Dormant Company); provided, that 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) or a Subsidiary Loan Party may only sell, lease or otherwise dispose (in the case of all or substantially all of its assets to an acquisition by a Borrower or 66 another Subsidiary Loan Party (other than a Dormant Company), (ivParty) 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 Subsidiary may be sold so long as such sale is permitted under Section 7.6; providedmerger, that any merger involving consolidation of a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also whose only assets are the subject of any Asset Sale permitted by Section 7.46.05(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.

Fundamental Changes, Line of Business. (a) The Borrowers Solely at all times during the CSAG Period, each Loan Party will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into into, or consolidate into with, any other Person, or permit any other Person to merge into into, or consolidate with itwith, it or them, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; , provided, that if 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 continuing, (iA) a any Wholly Owned Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) may merge with with, or consolidate into, the Borrower in a Person that is not a Subsidiary if a transaction in which the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (iiB) any Wholly Owned Subsidiary may merge into another Subsidiary of the Borrower that is (other than I) not a Dormant Company); provided, that if any party to such merger is a Subsidiary Loan Party (other than a Dormant Company), 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 to a Borrower or to a Subsidiary (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sellmerge with, lease or otherwise dispose consolidate into, any other Wholly Owned Subsidiary of all or substantially all of its assets to the Borrower, and (II) a Borrower or 66 another Subsidiary Loan Party (may merge with, or consolidate into, any other than Wholly Owned Subsidiary of the Borrower in a Dormant Company)transaction in which the surviving Person is a Loan Party, (ivC) 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 Subsidiary Permitted Acquisitions may be sold consummated through merger or consolidation, so long as such sale the surviving Person is permitted under Section 7.6; providedthe Borrower (in the case of an Acquisition by, that 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 involving with, or consolidation into, a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also in connection with any Asset Sale permitted by Section 7.4.8.05; 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. 139

Fundamental Changes, Line of Business. (a) The Borrowers Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into or consolidate into with any other Person, or permit any other Person to merge into or consolidate with itthem, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; provided, that except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Event of Default shall have occurred and be continuing continuing, (i) a any Wholly Owned Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) may merge or consolidate with and into the Borrower in a Person that is not a Subsidiary if a transaction in which the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (ii) any Wholly Owned Subsidiary of the Borrower (A) that is not a Subsidiary Loan Party may merge or consolidate with and into another any Wholly Owned Subsidiary of the Borrower and (other than a Dormant Company); provided, B) that if any party to such merger is a Subsidiary Loan Party (other than may merge or consolidate with and into any Wholly Owned Subsidiary of the Borrower in a Dormant Company), transaction in which the surviving Person is a Subsidiary Loan Party shall be the surviving PersonParty, (iii) any Wholly Owned Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets to a 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 Person of that merger or consolidation and the Permitted Kansas Bond Financing obligations attributable to a such Subsidiary have been discharged in full and such Subsidiary shall have no other Indebtedness, (other than a Dormant Company); provided, that 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) or a Subsidiary Loan Party may only sell, lease or otherwise dispose (in the case of all or substantially all of its assets to an acquisition by a Borrower or 66 another Subsidiary Loan Party (other than a Dormant Company), (ivParty) 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 Subsidiary may be sold so long as such sale is permitted under Section 7.6; providedmerger, that any merger involving consolidation of a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also whose only assets are the subject of any Asset Sale permitted by Section 7.48.05(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.

Fundamental Changes, Line of Business. (a) The Borrowers Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into or consolidate into with any other Person, or permit any other Person to merge into or consolidate with itthem, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; provided, that except that, (i) if at the time thereof and immediately after giving effect thereto, thereto no Default or Event of Default shall have occurred and be continuing continuing, (iA) a any Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) the Parent Guarantor may merge or consolidate with and into the Parent Guarantor or the Borrower in a Person that is not a Subsidiary if a transaction in which the Parent Guarantor or the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person; provided that in a transaction in which the Borrower and the Parent Guarantor are merged, the Borrower shall be the surviving 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 Subsidiary of the Borrower may merge or consolidate with and into any other Subsidiary of the Borrower, (ii) any Subsidiary Permitted Acquisitions may merge into another Subsidiary (other than be consummated through merger or consolidation so long as, in the case of a Dormant Company); provided, that if any party to such merger is a Subsidiary Loan Party (other than a Dormant Company)or consolidation involving the Borrower, the Subsidiary Loan Party shall be surviving Person is the surviving Person, Borrower and (iii) any Subsidiary may sell, transfer, lease merger or otherwise dispose consolidation of all or substantially all of its assets to a Borrower or to a Subsidiary (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sell, lease or otherwise dispose of all or substantially all of its assets to a Borrower or 66 another Subsidiary Loan Party (other 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 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 immediately prior to such merger shall not be permitted unless also whose only assets are subject of any Asset Sale permitted by Section 7.48.03(d).

Fundamental Changes, Line of Business. (a) The Borrowers Solely at all times during the SAG Period, each Loan Party will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into into, or consolidate into with, any other Person, or permit any other Person to merge into into, or consolidate with itwith, it or them, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; , provided, that if 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 continuing, (iA) a any Wholly Owned Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) may merge with with, or consolidate into, the Borrower in a Person that is not a Subsidiary if a transaction in which the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (iiB) any Wholly Owned Subsidiary may merge into another Subsidiary of the Borrower that is (other than I) not a Dormant Company); provided, that if any party to such merger is a Subsidiary Loan Party (other than a Dormant Company), 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 to a Borrower or to a Subsidiary (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sellmerge with, lease or otherwise dispose consolidate into, any other Wholly Owned Subsidiary of all or substantially all of its assets to the Borrower, and (II) a Borrower or 66 another Subsidiary Loan Party (may merge with, or consolidate into, any other than Wholly Owned Subsidiary of the Borrower in a Dormant Company)transaction in which the surviving Person is a Loan Party, (ivC) 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 Subsidiary Permitted Acquisitions may be sold consummated through merger or consolidation, so long as such sale the surviving Person is permitted under Section 7.6; providedthe Borrower (in the case of an Acquisition by, that 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 involving with, or consolidation into, a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also in connection with any Asset Sale permitted by Section 7.4.8.05; 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. 77

Fundamental Changes, Line of Business. (a) The Borrowers will not, and will not permit any Subsidiary (other than any Dormant Company) to, merge into or consolidate into any other Person, or permit any other Person to merge into or consolidate with it, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock Equity Interest of any of its 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 Event of Default shall have occurred and be continuing (i) a Borrower or any Subsidiary (other than a Dormant Company) may may, in connection with a Permitted Acquisition, merge with a Person that is not a Subsidiary if a Borrower (or such Subsidiary if a Borrower is not a party to such mergerSubsidiary) is the surviving Person, (ii) any Subsidiary may merge into another Subsidiary (other than a Dormant Company)) or either Borrower; provided, that if any party to such merger is a Subsidiary Loan Party (other than a Dormant Company), 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 to a Borrower or to a Subsidiary (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sell, lease or otherwise dispose of all or substantially all of its assets to a Borrower or 66 another Subsidiary Loan Party (other than a Dormant Company), (iv) any Subsidiary Dormant Company 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 the asset or Equity Interest of a Subsidiary may be sold or transferred so long as such sale or transfer is permitted under Section 7.6; provided, that any merger involving a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also permitted by Section 7.4.

Fundamental Changes, Line of Business. (a) The Borrowers Solely at all times during the CSAG Period, each Loan Party will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into into, or consolidate into with, any other Person, or permit any other Person to merge into into, or consolidate with itwith, it or them, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; , provided, that if 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 continuing, (iA) a any Wholly Owned Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) may merge with with, or consolidate into, the Borrower in a Person that is not a Subsidiary if a transaction in which the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (iiB) any Wholly Owned Subsidiary may merge into another Subsidiary of the Borrower that is (other than I) not a Dormant Company); provided, that if any party to such merger is a Subsidiary Loan Party (other than a Dormant Company), 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 to a Borrower or to a Subsidiary (other than a Dormant Company); provided, that a Subsidiary Loan Party may only sellmerge with, lease or otherwise dispose consolidate into, any other Wholly Owned Subsidiary of all or substantially all of its assets to the Borrower, and (II) a Borrower or 66 another Subsidiary Loan Party (may merge with, or consolidate into, any other than Wholly Owned Subsidiary of the Borrower in a Dormant Company)transaction in which the surviving Person is a Loan Party, (ivC) 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 Subsidiary Permitted Acquisitions may be sold consummated through merger or consolidation, so long as such sale the surviving Person is permitted under Section 7.6; providedthe Borrower (in the case of an Acquisition by, that 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 involving with, or consolidation into, a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also in connection with any Asset Sale permitted by Section 7.48.05; 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.

Fundamental Changes, Line of Business. (a) The Borrowers Each of the Parent Guarantor and the Borrower will not, and will not permit any Subsidiary (other than any Dormant Company) of their respective Subsidiaries to, directly or indirectly, merge into or consolidate into with any other Person, or permit any other Person to merge into or consolidate with itthem, or sell, lease, transfer or otherwise dispose of (in a single transaction or a series of transactions) all or substantially all of its assets (in each case, whether now owned or hereafter acquired) or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired) or liquidate or dissolve; provided, that except that, if at the time thereof and immediately after giving effect thereto, thereto no Default or Event of Default shall have occurred and be continuing continuing, (i) a any Wholly Owned Subsidiary of the Borrower or any Subsidiary (other than a Dormant Company) may merge or consolidate with and into the Borrower in a Person that is not a Subsidiary if a transaction in which the Borrower (or such Subsidiary if a Borrower is not a party to such merger) is the surviving Person, (ii) any Wholly Owned Subsidiary of the Borrower may merge or consolidate with and into another any Wholly Owned Subsidiary (other than a Dormant Company); provided, that if any party to such merger is a Subsidiary Loan Party (other than a Dormant Company), of the Subsidiary Loan Party shall be the surviving PersonBorrower, (iii) any Wholly Owned Subsidiary may sell, transfer, lease or otherwise dispose of all or substantially all of its assets to a the Borrower or to the Parent Guarantor used primarily as a Subsidiary (other than financing vehicle in connection with a Dormant Company); provided, that a Subsidiary Loan Party Permitted Kansas Bond Financing may only sell, lease merge or otherwise dispose of all or substantially all of its assets to a consolidate with and into the Borrower or 66 another the Parent Guarantor; provided that the Borrower or the Parent Guarantor is the surviving Person of that merger or consolidation and the Permitted Kansas Bond Financing obligations attributable to such Subsidiary Loan Party (have been discharged in full and such Subsidiary shall have no other than a Dormant Company)Indebtedness, (iv) any Subsidiary Permitted Acquisitions may liquidate be consummated through merger or dissolve if consolidation so long as the Borrowers determine in good faith that such liquidation or dissolution surviving Person is the Borrower (in the best interests case of an acquisition by the Borrowers and is not materially disadvantageous to the Lenders Borrower) and (v) any Subsidiary may be sold so long as such sale is permitted under Section 7.6; provided, that any merger involving or consolidation of a Person that is not a Wholly-Owned Subsidiary immediately prior to such merger shall not be permitted unless also whose only assets are subject of any Asset Sale permitted by Section 7.48.05(m).