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

Guarantors May Consolidate, Etc., Only on Certain Terms. Subject to Section 12.08, no Subsidiary Guarantor shall, and the Issuer shall not permit a Subsidiary Guarantor to, merge, consolidate or amalgamate with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Person), 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 any Person unless: (1) (A) such Subsidiary Guarantor is the surviving Person or the Person formed by or surviving any such merger, consolidation or amalgamation (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall have been made is a Person organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United States, any state thereof or the District of Columbia, (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor Guarantor”);

Guarantors May Consolidate, Etc., Only on Certain Terms. Subject to Section 12.08, no Subsidiary Guarantor shall, and the Issuer shall not permit a Subsidiary Guarantor to, merge, consolidate or amalgamate with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Person), 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 any Person unless: (1) (A) such Subsidiary Guarantor is the surviving Person or the Person formed by or surviving any such merger, consolidation or amalgamation (if other than such Subsidiary GuarantorGuarantor or another Guarantor or the Issuer) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall have been made is a Person organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United States, any state thereof or the District of Columbia, (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor Guarantor”);

Guarantors May Consolidate, Etc., Only on Certain Terms. Subject to Section 12.0811.8, no Subsidiary Guarantor shall, and the Issuer Borrower shall not permit a Subsidiary any Guarantor to, merge, consolidate or amalgamate merge with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Personcorporation), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets, assets in one or more related transactionstransactions to, to any Person unless: (1) (A) such Subsidiary Guarantor is the surviving Person corporation or the Person formed by or surviving any such merger, consolidation or amalgamation merger (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall will have been made is a Person corporation organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United States, any state thereof or thereof, the District of Columbia, or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor Guarantor”);

Guarantors May Consolidate, Etc., Only on Certain Terms. (a) Subject to Section 12.0812.08 and the Security Documents governing release of a Guarantee upon the sale, disposition or transfer of the Capital Stock of a Subsidiary of the Issuer that is a Guarantor, no Subsidiary such Guarantor shall, and the Issuer shall not permit a Subsidiary such Guarantor to, merge, consolidate or amalgamate with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Person), 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 any Person unless: (1) (A) such Subsidiary Guarantor is the surviving Person or the Person formed by or surviving any such merger, consolidation or consolidation, amalgamation (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall have been made is a Person organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United States, any state thereof or thereof, the District of Columbia, Columbia or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor Guarantor”);

Guarantors May Consolidate, Etc., Only on Certain Terms. Subject to Section 12.0812.08 and the Security Documents governing release of a Guarantee upon the sale, disposition or transfer of the Capital Stock of a Subsidiary of the Issuer that is a Guarantor, no Subsidiary such Guarantor shall, and the Issuer shall not permit any such Guarantor that is a Subsidiary Guarantor of the Issuer to, merge, consolidate or amalgamate with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Person), 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 any Person unless: (1) (A) such Subsidiary Guarantor is the surviving Person or the Person formed by or surviving any such merger, consolidation or consolidation, amalgamation (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall have been made is a Person organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United States, any state thereof or thereof, the District of Columbia, Columbia or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor Guarantor”);

Guarantors May Consolidate, Etc., Only on Certain Terms. Subject to Section Sections 10.16 and 12.08, no Subsidiary each Guarantor shallshall not, and the Issuer Company shall not permit a Subsidiary any Guarantor to, merge, consolidate or amalgamate merge with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets, assets in one or more related transactionstransactions to, to any Person unless: (1) (A) such Subsidiary Guarantor is the surviving Person or the Person formed by or surviving any such merger, consolidation or amalgamation merger (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall have been made is a Person corporation, a limited partnership, a limited liability company or similar entity organized or existing under the laws of the jurisdiction United States of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United StatesAmerica, any state thereof or thereof, the District of Columbia, or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor Guarantor”);

Guarantors May Consolidate, Etc., Only on Certain Terms. (a) Subject to Section 12.081208(1)(A), no Subsidiary Guarantor shall, and the Issuer Company shall not permit a any Subsidiary Guarantor to, merge, consolidate or amalgamate merge with or into or wind up into (whether or not the Company or such Subsidiary Guarantor is the surviving Person), 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 any Person (other than the Company or a Subsidiary Guarantor) unless: (1) (A) such Subsidiary Guarantor is the surviving Person or the Person formed by or surviving any such merger, consolidation or amalgamation merger (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall have been made is a Person organized or existing under the laws of the jurisdiction of organization of in which such Subsidiary Guarantor, as the case may be, Guarantor was organized or the laws of the United States, any state thereof or thereof, the District of Columbia, or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor GuarantorPerson”);

Guarantors May Consolidate, Etc., Only on Certain Terms. Subject to Section 12.08, no Subsidiary Guarantor shall, and the Issuer shall not permit a Subsidiary Guarantor to, merge, consolidate or amalgamate with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Person), 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 any Person unless: (1) (A) such Subsidiary Guarantor is the surviving Person or the Person formed by or surviving any such merger, consolidation or amalgamation (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall have been made is a Person organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United States, any state thereof or thereof, the District of Columbia, or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor Guarantor”);

Guarantors May Consolidate, Etc., Only on Certain Terms. Subject to Section 12.08, no Subsidiary 5.14(b) each Guarantor shallshall not, and the each Co-Issuer shall not permit a Subsidiary any Guarantor to, merge, consolidate or amalgamate merge with or into or wind up into (whether or not such Subsidiary Guarantor is the surviving Personcorporation), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets, assets in one or more related transactionstransactions to, to any Person unless: (1a) (Ai) such Subsidiary Guarantor is the surviving Person corporation or the Person formed by or surviving any such merger, consolidation or amalgamation merger (if other than such Subsidiary Guarantor) or to which such sale, assignment, transfer, lease, conveyance or other disposition shall will have been made is a Person corporation organized or existing under the laws of the jurisdiction of organization of such Subsidiary Guarantor, as the case may be, or the laws of the United States, any state thereof or thereof, the District of Columbia, or any territory thereof (such Subsidiary Guarantor or such Person, as the case may be, being herein called the “Successor GuarantorPerson”);