Common use of Guarantors May Consolidate, etc., on Certain Terms Clause in Contracts

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of such Guarantor, pursuant to a supplemental indenture, substantially in the form of Annex A hereto, under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth therein, or (2) such transaction does not violate the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A hereto, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the Guarantor, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person formed by or surviving any such consolidation or merger (if other than such the Company or a Guarantor) unconditionally assumes all the obligations of such Guarantor, pursuant to a supplemental indenture, substantially in the form of Annex A hereto, under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth therein, or (2) such transaction does not violate is permitted by the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A hereto, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the Guarantor, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No A Guarantor shall not consolidate with or merge with or into another Person (whether or not such the Guarantor is the surviving Personentity), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets, in one or more related transactions, to another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person acquiring the properties or assets in any such sale or other disposition or the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of such Guarantor, pursuant to a supplemental indenture, substantially in the form of Annex A Exhibit B hereto, under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth therein, or (2) the Net Proceeds of such transaction does not violate sale or other disposition are applied in accordance with the provisions of Section 4.104.10 hereof, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A Exhibit B hereto, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the Guarantor, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall may consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), ) another Person (other than the Company or another Guarantor), whether or not affiliated with such Guarantor, unless, (i) either : (1) the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all shall execute a supplement to the obligations of such Guarantor, pursuant to Indenture providing for a supplemental indenture, substantially in the form of Annex A hereto, under the Notes, this Indenture and its Subsidiary Guarantee on and deliver an Officer's Certificate and an Opinion of Counsel in accordance with the terms set forth therein, or of the Indenture; and (2) such transaction does not violate the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of . Upon any such consolidation or merger of a Guarantor and upon the assumption execution by the successor Person, by Person of a supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A hereto, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the GuarantorTrustee, providing for a Subsidiary Guarantee, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of such Guarantor, pursuant to a supplemental indenture, substantially in the form of Annex A hereto, under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth therein, or (2) such transaction does not violate is permitted by the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A hereto, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the Guarantor, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Subject to the provisions of Section 14.5 of this Indenture, no Guarantor shall may sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), ) another Person (other than the Company or another Guarantora Restricted Subsidiary of the Company), unless, (i) either (1) the Person formed by whether or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of not affiliated with such Guarantor, pursuant to a supplemental indenture, substantially in the form of Annex A hereto, under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth therein, or unless: (2) such transaction does not violate the provisions of Section 4.10, and (ii1) immediately after giving effect to such transaction, no Default or Event of Default exists.; and (b2) In either: (a) the case of Person acquiring the assets in any such sale or disposition, or the Person formed by or surviving any such consolidation or merger and upon the assumption by the successor Personmerger, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A hereto, of the Subsidiary Guarantee and the due and punctual performance of assumes all of the covenants obligations of that Guarantor under this Indenture and its Subsidiary Guarantee pursuant to be performed by a supplemental indenture satisfactory to the GuarantorTrustee, in which case such successor Person shall will succeed to and be substituted for the that Guarantor with the same effect as if it had been named herein as a GuarantorGuarantor and the Subsidiary Guarantee of that Guarantor will be released as contemplated by Section 14.5 hereof; or (b) the Net Proceeds of such sale or other disposition are applied in accordance with the applicable provisions of this Indenture, including Section 10.14 of this Indenture.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall sell or otherwise dispose of all or substantially all of its properties or assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person acquiring the properties or assets in any such sale or other disposition or the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of such Guarantor, pursuant to a supplemental indenture, substantially in the form of Annex A hereto, indenture under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth thereinGuarantee, or (2) such transaction does not violate the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A heretoTrustee, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the Guarantor, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall sell or otherwise dispose of all or substantially all of its properties or assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person acquiring the properties or assets in any such sale or other disposition or the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of such Guarantor, pursuant to a supplemental indenture, substantially in the form of Annex A hereto, loan agreement under the Notes, this Indenture Loan Agreement and its Subsidiary Guarantee on terms set forth thereinGuarantee, or (2) such transaction does not violate the provisions of Section 4.105.8, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indentureloan agreement, executed and delivered to the Trustee Issuer and substantially in the form of Annex A heretoTrustee, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture Loan Agreement to be performed by the Guarantor, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall sell or otherwise dispose of all or substantially all of its properties or assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person acquiring the properties or assets in any such sale or other disposition or the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of such Guarantorassumes, pursuant to a supplemental indenture, substantially in all the form obligations of Annex A hereto, such Guarantor under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth thereinGuarantee, or (2) such transaction does not violate the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A heretoTrustee, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the Guarantor, such successor Person shall succeed to to, and be substituted for for, the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall may consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), ) another Person (other than the Company or another Guarantor), whether or not affiliated with such Guarantor, unless, (i) either : (1) the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all shall execute a supplement to the obligations of such Guarantor, pursuant to Indenture providing for a supplemental indenture, substantially in the form of Annex A hereto, under the Notes, this Indenture and its Subsidiary Guarantee and such Security Documents as shall be required to maintain a perfected Lien on the Collateral owned or held by such Guarantor and deliver an Opinion of Counsel with respect to the foregoing in accordance with the terms set forth therein, or of the Indenture; and (2) such transaction does not violate the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of . Upon any such consolidation or merger of a Guarantor and upon the assumption execution by the successor Person, by Person of a supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A hereto, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the GuarantorTrustee, providing for a Subsidiary Guarantee, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall sell or otherwise dispose of all or substantially all of its properties or assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), another Person (other than the Company or another Guarantor), unless, (i) either (1) the Person acquiring the properties or assets in any such sale or other disposition or the Person formed by or surviving any such consolidation or merger (if other than such Guarantor) unconditionally assumes all the obligations of such Guarantorassumes, pursuant to a supplemental indenture, substantially in all the form obligations of Annex A hereto, such Guarantor under the Notes, this Indenture and its Subsidiary Guarantee on terms set forth thereinGuarantee, or (2) such transaction does not violate the provisions of Section 4.10, and (ii) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of any such consolidation or merger and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A heretoTrustee, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the Guarantor, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.

Guarantors May Consolidate, etc., on Certain Terms. (a) No Guarantor shall may consolidate with or merge with or into (whether or not such Guarantor is the surviving Person), ) another Person (other than the Company or another Guarantor), whether or not affiliated with such Guarantor, unless, : (i) either (1a) the Person formed by or surviving any such consolidation or merger (if other than such Guarantor or another Guarantor) unconditionally assumes all the obligations of such Guarantor, pursuant shall execute a supplement to a supplemental indenture, substantially in the form of Annex A hereto, under the Notes, this Indenture and its providing for a Subsidiary Guarantee and such Security Documents as shall be required to maintain a perfected Lien on the Collateral owned or held by such Guarantor and deliver an Opinion of Counsel with respect to the foregoing in accordance with the terms set forth therein, or of this Indenture; and (2) such transaction does not violate the provisions of Section 4.10, and (iib) immediately after giving effect to such transaction, no Default or Event of Default exists. (b) In the case of . Upon any such consolidation or merger of a Guarantor and upon the assumption execution by the successor Person, by Person of a supplemental indenture, executed and delivered to the Trustee and substantially in the form of Annex A hereto, of the Subsidiary Guarantee and the due and punctual performance of all of the covenants of this Indenture to be performed by the GuarantorTrustee, providing for a Subsidiary Guarantee, such successor Person shall succeed to and be substituted for the Guarantor with the same effect as if it had been named herein as a Guarantor.