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: (a) any Person may be merged or consolidated with or into the Borrower; provided that the Borrower shall be the continuing or surviving Person; (b) any Person other than the Borrower may be merged with or consolidated into any Restricted Subsidiary; provided that such Restricted Subsidiary shall be the continuing or surviving Person; (c) any Subsidiary of the Borrower may be liquidated, wound-up and/or dissolved into the Borrower or any Restricted Subsidiary to the extent that such liquidation, winding-up and/or dissolution would not violate Section 8.1; and (d) any Subsidiary of the Borrower may merge into the Person such Subsidiary was formed to acquire in connection with a Permitted Acquisition.

Appears in 6 contracts

Samples: Term Loan Credit Agreement (CoreCivic, Inc.), Credit Agreement (CoreCivic, Inc.), Incremental Term Loan Agreement (Corrections Corp of America)

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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: (a) any Person Subsidiary of the Borrower may be merged merge with the Borrower or consolidated with or into the Borrowerany Restricted Subsidiary; provided that in any merger involving the Borrower or a Restricted Subsidiary, the Borrower or such Restricted Subsidiary shall be the continuing or surviving Personentity; (b) any Person other than the Borrower may be merged with or consolidated into any Restricted Subsidiary; provided that such Restricted Subsidiary shall be the continuing or surviving Person; (c) any Subsidiary of the Borrower may be liquidated, wound-up and/or dissolved into the Borrower or any Restricted Subsidiary to the extent that such liquidation, winding-up and/or dissolution would not violate Section 8.1; and (d) any Subsidiary of the Borrower may merge into the Person such Restricted Subsidiary was formed to acquire in connection with a Permitted Acquisitionan acquisition permitted by Section 11.3(a); provided that the Restricted Subsidiary shall be the continuing or surviving Person or the survivor shall comply with the requirements of Section 9.11; and (c) any Restricted Subsidiary may wind-up into the Borrower or any other Restricted Subsidiary.

Appears in 3 contracts

Samples: Credit Agreement (Geo Group Inc), Credit Agreement (Geo Group Inc), Credit Agreement (Wackenhut Corrections Corp)

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: (a) any Person may be merged or consolidated with or into the Borrower; provided that the Borrower shall be the continuing or surviving Person; (b) any Person other than the Borrower may be merged with or consolidated into any Restricted Subsidiary; provided that such Restricted Subsidiary shall be the continuing or surviving Person; (c) any Subsidiary of the Borrower may be liquidated, wound-up and/or dissolved into the Borrower or any Restricted Subsidiary to the extent that such liquidation, winding-up and/or dissolution would not violate Section 8.1Subsidiary; and (d) any Subsidiary of the Borrower may merge into the Person such Subsidiary was formed to acquire in connection with a Permitted Acquisition.

Appears in 2 contracts

Samples: Credit Agreement (CoreCivic, Inc.), Credit Agreement (CoreCivic, Inc.)

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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: (a) any Person may be merged or consolidated with or into the Borrower; Borrower (provided that the Borrower shall be the continuing or surviving Person); (b) any Person other than the Borrower may be merged with or consolidated into any Restricted Subsidiary; provided that such Restricted Subsidiary shall be the continuing or surviving Person; (c) any Subsidiary of the Borrower may be liquidated, wound-up and/or dissolved into the Borrower or any Restricted Subsidiary to the extent that such liquidation, winding-up and/or dissolution would not violate Section 8.1; and (d) any Subsidiary of the Borrower may merge into the Person such Subsidiary was formed to acquire in connection with a Permitted Acquisition.

Appears in 1 contract

Samples: Credit Agreement (Corrections Corp of America)

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