Common use of Liquidation, Merger Clause in Contracts

Liquidation, Merger. The Borrower shall not, and shall not permit any Subsidiary of Borrower to, at any time: (a) liquidate or dissolve itself (or suffer any liquidation or dissolution) or otherwise wind up, except that (i) a Subsidiary of the Borrower may liquidate or dissolve into the Borrower or a Subsidiary of the Borrower which is an Obligor, and (ii) a Subsidiary of the Borrower which is not an Obligor may liquidate or dissolve into the Borrower or a Subsidiary of the Borrower; or (b) enter into any merger or consolidation unless (i) with respect to a merger or consolidation, the Borrower shall be the surviving corporation, unless the merger or consolidation involves a Guarantor and the Borrower is not merging with another Person, and either (A) such Guarantor shall be the surviving corporation, (B) the survivor of the merger becomes a Guarantor, (C) the entity formed in the consolidation becomes a Guarantor, or (D) the survivor is, or is properly designated as, a Non-Guarantor, (ii) such transaction shall not be utilized to circumvent compliance with any term or provision herein, and (iii) no Default or Event of Default shall then be in existence or occur as a result of such transaction.

Liquidation, Merger. The Borrower shall not, and shall not permit any Restricted Subsidiary of the Borrower to, at any time: (a) liquidate or dissolve itself (or suffer any liquidation or dissolution) or otherwise wind up, except that (i) a Restricted Subsidiary of the Borrower may liquidate or dissolve into the Borrower or a Subsidiary of the Borrower which is an Obligor, and (ii) a Subsidiary of the Borrower which is not an Obligor may liquidate or dissolve into the Borrower or a Restricted Subsidiary of the Borrower; or (b) enter into any merger or consolidation unless unless (i) with respect to a merger or consolidationconsolidation involving the Borrower, the Borrower shall be the surviving corporation, unless or if the merger or consolidation involves a Restricted Subsidiary of the Borrower which is a Guarantor and not the Borrower is not merging with another PersonBorrower, and either (A) such Guarantor Restricted Subsidiary shall be the surviving corporation, (Bii) with respect to a merger or consolidation involving an Unrestricted Subsidiary or a Restricted Foreign Subsidiary, such Unrestricted Subsidiary or Restricted Foreign Subsidiary may merge into the survivor Borrower (which shall be the surviving corporation) or a Restricted Subsidiary of the merger becomes a GuarantorBorrower (which Restricted Subsidiary shall be the surviving entity), (C) the entity formed in the consolidation becomes a Guarantor, or (D) the survivor is, or is properly designated as, a Non-Guarantor, (iiiii) such transaction shall not be utilized to circumvent compliance with any term or provision herein, herein and (iiiiv) no Default or Event of Default shall then be in existence or occur as a result of such transaction.

Liquidation, Merger. The Borrower shall not, and shall not ------------------- permit any Subsidiary of Borrower to, at any time: (a) liquidate or dissolve itself (or suffer any liquidation or dissolution) or otherwise wind up, except that (i) a Subsidiary of the Borrower may liquidate or dissolve into the Borrower or a Subsidiary of the Borrower which is an Obligor, Obligor and (ii) a Subsidiary of the Borrower which is not an Obligor may liquidate or dissolve into the Borrower or a Subsidiary of the Borrower; or (b) enter into any merger or consolidation unless unless (i) with respect to a merger or consolidationconsolidation involving the Borrower, the Borrower shall be the surviving corporation, unless or if the merger or consolidation involves a Guarantor and Subsidiary of the Borrower which is an Obligor and not merging with another Personthe Borrower, and either (A) such Guarantor Subsidiary shall be the surviving corporation, (B) the survivor of the merger becomes a Guarantor, (C) the entity formed in the consolidation becomes a Guarantor, or (D) the survivor is, or is properly designated as, a Non-Guarantor, (ii) such transaction shall not be utilized to circumvent compliance with any term or provision herein, herein and (iii) no Default or Event of Default shall then be in existence or occur as a result of such transaction.

Liquidation, Merger. The Borrower shall not, and shall not permit any Subsidiary of Borrower to, at any time: (a) liquidate or dissolve itself (or suffer any liquidation or dissolution) or otherwise wind up, except that (i) a Subsidiary of the Borrower may liquidate or dissolve into the Borrower or a Subsidiary of the Borrower which is an ObligorBorrower, and (ii) a Subsidiary of the Borrower which is not an Obligor may liquidate or dissolve into a Domestic Subsidiary (which has complied with Section 7.3(f) hereof), (iii) a Foreign Subsidiary of the Borrower may liquidate or dissolve into another direct Foreign Subsidiary of the Borrower or a Subsidiary of the BorrowerDomestic Subsidiary; or (b) enter into any merger or consolidation unless (i) with respect to a merger or consolidationconsolidation involving the Borrower, the Borrower shall be the surviving corporation, unless or if the merger or consolidation involves a Guarantor and Subsidiary of the Borrower is and not merging with another Personthe Borrower, and either (A) such Guarantor Subsidiary shall be the surviving corporation, (B) the survivor in each case other than solely to effect a change of the merger becomes a Guarantor, (C) jurisdiction of incorporation of the entity formed in the consolidation becomes a Guarantor, Borrower or (D) the survivor is, or is properly designated as, a Non-Guarantorany of its Subsidiaries, (ii) such transaction shall not be utilized to circumvent compliance with any term or provision herein, and (iii) no Default or Event of Default shall then be in existence or occur as a result of such transaction, and (iv) no Domestic Subsidiary shall be permitted to enter into any merger or consolidation with a Foreign Subsidiary unless such Domestic Subsidiary shall be the surviving corporation.

Liquidation, Merger. The Borrower shall not, and shall not permit any Subsidiary of Borrower its Subsidiaries to, at any time: (a) liquidate or dissolve itself (or suffer any liquidation or dissolution) or otherwise wind up, except that (i) a Subsidiary of the Borrower may liquidate or dissolve into the Borrower or a Subsidiary of the Borrower which is an Obligor, Obligor and (ii) a Subsidiary of the Borrower which is not an Obligor a direct Foreign Subsidiary may liquidate or dissolve into the Borrower an Obligor or a Subsidiary of the Borroweranother direct Foreign Subsidiary; or (b) enter into any merger or consolidation unless (i) with respect to a merger or consolidationconsolidation involving the Borrower, the Borrower shall be the surviving corporation, unless or if the merger or consolidation involves a Guarantor and Subsidiary of the Borrower which is an Obligor and not merging with another Personthe Borrower, and either (A) such Guarantor Subsidiary shall be the surviving corporation, (B) the survivor of the merger becomes a Guarantor, (C) the entity formed in the consolidation becomes a Guarantor, or (D) the survivor is, or is properly designated as, a Non-Guarantor, (ii) such transaction shall not be utilized to circumvent compliance with any term or provision herein, herein and (iii) no Default or Event of Default shall then be in existence or occur as a result of such transaction.