Common use of Limitations on Mergers and Liquidation Clause in Contracts

Limitations on Mergers and Liquidation. Merge, consolidate or enter into any similar combination with any other Person or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution) except so long as no Default or Event of Default has occurred and is continuing, or would result therefrom: (a) any Credit Party may merge or consolidate with or into any Person; provided that (i) such Credit Party shall be the survivor of such merger or consolidation or (ii) the survivor assumes and succeeds to the Obligations of such Credit Party pursuant to an assumption agreement in form reasonably satisfactory to the Administrative Agent and the Required Lenders; (b) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any other Wholly-Owned Subsidiary of the Credit Parties; (c) any Wholly-Owned Subsidiary may merge or consolidate with or into the Person such Wholly-Owned Subsidiary was formed to acquire in connection with an acquisition permitted by Section 11.4(b), (c) or (d); (d) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any Credit Party; provided that, such Credit Party is the survivor of such merger or consolidation; and (e) any Credit Party may merge or consolidate with or into any other Credit Party.

Limitations on Mergers and Liquidation. Merge, consolidate or enter into any similar combination with any other Person or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution) except so long as no Default or Event of Default has occurred and is continuing, or would result therefrom: (a) any Credit Party may merge or consolidate with or into any Person; provided that (i) such Credit Party shall be the survivor of such merger or consolidation or (ii) the survivor assumes and succeeds to the Obligations of such Credit Party pursuant to an assumption agreement in form reasonably satisfactory to the Administrative Agent and the Required Lenders; (b) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any other Wholly-Owned Subsidiary of the Credit Parties; (c) any Wholly-Owned Subsidiary may merge or consolidate with or into the Person such Wholly-Owned Subsidiary was formed to acquire in connection with an acquisition permitted by Section 11.4(b), (c) or (d); (d) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any Credit Party; provided that, such Credit Party is the survivor of such merger or consolidationmerger; and (e) any Credit Party may merge or consolidate with or into any other Credit Party.

Limitations on Mergers and Liquidation. Merge, consolidate or enter into any similar combination with any other Person or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution) ), except so long as that if at the time thereof and immediately after giving effect thereto no Default or Event of Default has or Default shall have occurred and is be continuing, or would result therefrom: (a) any Credit Party wholly owned Subsidiary of the Borrower may merge into or consolidate with or into any Personthe Borrower; provided that (i) such Credit Party the Borrower shall be the survivor of such merger or consolidation or (ii) the survivor assumes and succeeds to the Obligations of such Credit Party pursuant to an assumption agreement in form reasonably satisfactory to the Administrative Agent and the Required Lenderssurviving entity; (b) any Wholly-Owned wholly owned Subsidiary of the Credit Parties Borrower may merge into or consolidate with or into any other Wholly-Owned wholly owned Subsidiary of the Credit PartiesBorrower in a transaction in which the surviving entity is a wholly owned Subsidiary of the Borrower and no person other than the Borrower or a wholly owned Subsidiary of the Borrower receives any consideration (provided that if any party to any such transaction is a Loan Party, the surviving entity of such transaction shall be a Loan Party); (c) any Wholly-Owned wholly owned Subsidiary of the Borrower may merge or consolidate with or into the Person such Wholly-Owned wholly owned Subsidiary was formed to acquire in connection with an acquisition permitted by Section 11.4(b6.03(c), (c) or (d);; and (d) any Wholly-Owned wholly owned Subsidiary of the Credit Parties Borrower may merge dissolve, liquidate and wind-up into the Borrower or consolidate with or into any Credit Party; provided that, such Credit Party is the survivor of such merger or consolidation; and (e) any Credit Party may merge or consolidate with or into any other Credit PartySubsidiary Guarantor.

Limitations on Mergers and Liquidation. Merge, consolidate or enter into any similar combination with any other Person or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution) except so long as no Default or Event of Default has occurred and is continuing, or would result therefrom: : (a) any Credit Party may merge or consolidate with or into any Person; provided that (i) such Credit Party shall be the survivor of such merger or consolidation or (ii) the survivor assumes and succeeds to the Obligations of such Credit Party pursuant to an assumption agreement in form reasonably satisfactory to the Administrative Agent and the Required Lenders; ; (b) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any other Wholly-Owned Subsidiary of the Credit Parties; ; (c) any Wholly-Owned Subsidiary may merge or consolidate with or into the Person such Wholly-Owned Subsidiary was formed to acquire in connection with an acquisition permitted by Section 11.4(b), (c) or (d); ; (d) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any Credit Party; provided that, such Credit Party is the survivor of such merger or consolidationmerger; and and (e) any Credit Party may merge or consolidate with or into any other Credit Party.

Limitations on Mergers and Liquidation. Merge, consolidate or enter into any similar combination with any other Person or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution) except so long as no Default or Event of Default has occurred and is continuing, or would result therefrom: (a) any Credit Party may merge or consolidate with or into any Person; provided that (i) such Credit Party shall be the survivor of such merger or consolidation or (ii) the survivor assumes and succeeds to the Obligations of such Credit Party pursuant to an assumption agreement in form reasonably satisfactory to the Administrative Agent and the Required Lenders; (b) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any other Wholly-Owned Subsidiary of the Credit Parties; (c) any Wholly-Owned Subsidiary may merge or consolidate with or into the Person such Wholly-Owned Subsidiary was formed to acquire in connection with an acquisition permitted by Section 11.4(b), (c) or (dc); (d) any Wholly-Owned Subsidiary of the Credit Parties may merge or consolidate with or into any Credit Party; provided that, such Credit Party is the survivor of such merger or consolidation; andmerger; (e) any Credit Party may merge or consolidate with or into any other Credit Party; and (f) the Asset Drop-Down may occur.

Limitations on Mergers and Liquidation. Merge, consolidate or enter into any similar combination with any other Person or liquidate, wind-up or dissolve itself (or suffer any liquidation or dissolution) except so long as no Default or Event of Default has occurred and is continuing, or would result therefromexcept: (a) any Credit Party Wholly-Owned Subsidiary of the Borrower (other than DG III) may merge be merged or consolidate consolidated with or into the Borrower (provided that the Borrower shall be the continuing or surviving Person) or with or into any Person; other Credit Party (other than a Foreign Subsidiary of the Borrower) (provided that (i) such Credit Party shall be the survivor of such merger continuing or consolidation or (ii) the survivor assumes and succeeds to the Obligations of such Credit Party pursuant to an assumption agreement in form reasonably satisfactory to the Administrative Agent and the Required Lenderssurviving Person); (b) any Wholly-Owned Subsidiary of any Credit Party (other than DG III) may sell, lease, transfer or otherwise dispose of any or all of its assets (upon voluntary liquidation or otherwise) to the Credit Parties may merge Borrower or consolidate with or into any other Wholly-Owned Credit Party (other than a Foreign Subsidiary of the Borrower); (provided that if the transferor in such a transaction is a Credit PartiesParty, then the transferee must either be the Borrower or any other Credit Party that is not a Foreign Subsidiary of the Borrower); (c) any Wholly-Owned Subsidiary of the Borrower (other than DG III) may merge or consolidate with or into the Person such Wholly-Owned Subsidiary was formed to acquire in connection with an acquisition permitted by Section 11.4(b), (c) or (d);a Permitted Acquisition; and (d) any Wholly-Owned Subsidiary of the Credit Parties Borrower (other than DG III) may merge wind-up into the Borrower or consolidate with or into any Credit Party; provided that, such Credit Party is the survivor of such merger or consolidation; and (e) any Credit Party may merge or consolidate with or into any other Credit Party.