Limitations on Mergers. Hertz may not consolidate with, merge into, or sell, convey or transfer its properties and assets substantially as an entirety to another person, if, as a result thereof, any property owned by Hertz or a restricted subsidiary, immediately prior thereto would become subject to any security interest, unless (i) all outstanding notes guaranteed or issued by Hertz under the EMTN Program are secured (equally and ratably with any other indebtedness of or guaranteed by Hertz then entitled thereto) by a prior lien upon such property or (ii) Hertz would be permitted to create such security interest pursuant to the provisions described below under "—Limitations on Secured Debt" without equally and ratably securing the outstanding notes guaranteed or issued by Hertz under the EMTN Program. 173 Limitations on Secured Debt Subject to certain exceptions, including those set forth below, Hertz may not create, incur, assume or guarantee, and may not cause, suffer or permit a restricted subsidiary to create, incur, assume or guarantee, any secured indebtedness without making effective provisions whereby all outstanding notes guaranteed or issued by Hertz under the EMTN Program and any other indebtedness of or guaranteed by Hertz or such restricted subsidiary then entitled thereto, subject to applicable priorities of payment, shall be secured by the security interest securing such secured indebtedness equally and ratably with any and all other obligations and indebtedness thereby secured (subject, however, to applicable priorities of payment) so long as such secured indebtedness remains outstanding. However, the foregoing prohibition will not be applicable to:
Limitations on Mergers. Except as expressly provided in this ---------------------- Section or in Section 6 of the Certificate of Designation, neither the Company nor any Subsidiary thereof will merge or consolidate with or into any other business entity. Any Subsidiary of the Company may, however, be merged into or consolidated with either the Company or another Subsidiary which is wholly-owned by the Company, so long as the Company or the Subsidiary wholly-owned by the Company is the surviving business entity. The Company will not issue any securities other than (i) Preferred Shares or Common Stock (including the Preferred Conversion Shares) or (ii) any options or warrants giving the holders thereof only the right to acquire Common Stock. No Subsidiary of the Company will issue any additional shares of its capital stock or other securities or any options, warrants or other rights to acquire such additional shares or other securities except to the Company or to another Subsidiary. No Subsidiary of the Company which is a partnership will allow any diminution of the Company's interest (direct or indirect) therein.
Limitations on Mergers. CONSOLIDATIONS, SALES OF ASSETS, ETC.
Limitations on Mergers and Sales of Assets (only with respect to clauses (b) and (c))
Limitations on Mergers. (a) The Borrower shall not consolidate or merge with or into (whether or not the Borrower is the surviving corporation), or transfer all or substantially all of its properties or assets (determined on a consolidated basis for the Borrower and its Restricted Subsidiaries) in one or more related transactions to, any other Person unless:
Limitations on Mergers. Consolidate with, merge, or sell all or substantially all of its business or assets, or enter into an agreement for such consolidation, merger or sale, to another entity or person unless such action is either approved, as is evidenced by the prior written consent of CFC, or the purchaser, successor or resulting corporation is or becomes a member in good standing of CFC and assumes the due and punctual payment of all amounts due hereunder and the due and punctual performance of the covenants contained in the ORA, the Mortgage and this Agreement.
