Common use of Limitations on Mergers and Liquidations Clause in Contracts

Limitations on Mergers and Liquidations. Not 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 Wholly-Owned Subsidiary of the Borrower may be merged or consolidated with or into the Borrower (provided that the Borrower shall be the continuing or surviving person) or with or into any Subsidiary Guarantor (provided that the Subsidiary Guarantor shall be the continuing or surviving person); (b) any Wholly-Owned Subsidiary may sell, lease, transfer or otherwise dispose of any or all of its assets (upon voluntary liquidation or otherwise) to the Borrower or any other Wholly-Owned Subsidiary; (provided that if the transferor in such a transaction is a Subsidiary Guarantor, then the transferee must either be the Borrower or a Subsidiary Guarantor); (c) any Wholly-Owned Subsidiary of the Borrower may merge with or into the person such Wholly-Owned Subsidiary was formed to acquire in connection with a Permitted Acquisition; and (d) any Subsidiary of the Borrower may wind-up into the Borrower or any Subsidiary Guarantor.

Limitations on Mergers and Liquidations. Not merge, consolidate or enter into any similar combination with any other person or liquidate, wind-up wind‑up or dissolve itself (or suffer any liquidation or dissolution) except: (a) any Wholly-Owned Wholly‑Owned Subsidiary of the Borrower may be merged or consolidated with or into the Borrower (provided that the Borrower shall be the continuing or surviving person) or with or into any Subsidiary Guarantor (provided that the Subsidiary Guarantor shall be the continuing or surviving person); (b) any Wholly-Owned Wholly‑Owned Subsidiary may sell, lease, transfer or otherwise dispose of any or all of its assets (upon voluntary liquidation or otherwise) to the Borrower or any other Wholly-Owned Wholly‑Owned Subsidiary; (provided that if the transferor in such a transaction is a Subsidiary Guarantor, then the transferee must either be the Borrower or a Subsidiary Guarantor); (c) any Wholly-Owned Wholly‑Owned Subsidiary of the Borrower may merge with or into the person such Wholly-Owned Wholly‑Owned Subsidiary was formed to acquire in connection with a Permitted AcquisitionAcquisition permitted under Clause 21.3(c) (Limitations on Loans, Investments and Acquisitions); and (d) any Subsidiary of the Borrower may wind-up wind‑up into the Borrower or any Subsidiary Guarantor.

Limitations on Mergers and Liquidations. Not merge, consolidate or enter into any similar combination with any other person or liquidate, wind-up wind‑up or dissolve itself (or suffer any liquidation or dissolution) except: (a) any Wholly-Owned Wholly‑Owned Subsidiary of the Borrower may be merged or consolidated with or into the Borrower (provided that the Borrower shall be the continuing or surviving person) or with or into any Subsidiary Guarantor (provided that the Subsidiary Guarantor shall be the continuing or surviving person); (b) any Wholly-Owned Wholly‑Owned Subsidiary may sell, lease, transfer or otherwise dispose of any or all of its assets (upon voluntary liquidation or otherwise) to the Borrower or any other Wholly-Owned Wholly‑Owned Subsidiary; (provided that if the transferor in such a transaction is a Subsidiary Guarantor, then the transferee must either be the Borrower or a Subsidiary Guarantor); (c) any Wholly-Owned Wholly‑Owned Subsidiary of the Borrower may merge with or into the person such Wholly-Owned Wholly‑Owned Subsidiary was formed to acquire in connection with a Permitted Acquisition; and (d) any Subsidiary of the Borrower may wind-up wind‑up into the Borrower or any Subsidiary Guarantor.

Limitations on Mergers and Liquidations. Not The Issuer shall not, and shall not permit any Subsidiary to, 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 Wholly-Owned Subsidiary of the Borrower Issuer may be merged or consolidated with or into the Borrower Issuer (provided that the Borrower Issuer shall be the continuing or surviving person) or with or into any COFACE Facility Subsidiary Guarantor (provided that the COFACE Facility Subsidiary Guarantor shall be the continuing or surviving person); (b) any Wholly-Owned Subsidiary may sell, lease, transfer or otherwise dispose of any or all of its assets (upon voluntary liquidation or otherwise) to the Borrower Issuer or any other Wholly-Owned Subsidiary; (provided that if the transferor in such a transaction is a COFACE Facility Subsidiary Guarantor, then the transferee must either be the Borrower Issuer or a COFACE Facility Subsidiary Guarantor); (c) any Wholly-Owned Subsidiary of the Borrower Issuer may merge with or into the person such Wholly-Owned Subsidiary was formed to acquire in connection with a Permitted Acquisition; and (d) any Subsidiary of the Borrower Issuer may wind-up into the Borrower Issuer or any COFACE Facility Subsidiary Guarantor.