Merger, Acquisition or Sale of Assets. Subject to the terms hereof, either Party may assign its rights or obligations under this Agreement to a non-Affiliate only in connection with a merger or similar reorganization or the sale of all or substantially all of its assets or the sale of all or substantially all of its pharmaceutical and/or healthcare assets, or otherwise without the prior written consent of the other Party. This Agreement shall survive any such merger or reorganization of either Party with or into, or such sale of assets to, another party and no consent for such merger, reorganization or sale shall be required hereunder; provided, that in the event of such merger, reorganization or sale, no intellectual property rights of the acquiring corporation shall be included in the technology licensed hereunder.
Merger, Acquisition or Sale of Assets. (1) Enter into any merger or consolidation with, or acquire all or substantially all of the assets of, any person, firm, joint venture, or corporation, unless the Cooperative is the surviving corporation and upon the consummation of its merger the net worth of the surviving corporation is not less than the net worth of the Cooperative prior to the merger and there shall exist no Event of Default, provided, however, that in the case of any merger of a Local Cooperative, as defined in Article I - Section 1.01, the Cooperative's Chief Financial Officer shall certify to Statesman Financial Corporation that the Cooperative has Net Worth in an amount not less than 95% of the Net Worth of the Cooperative immediately prior to such merger and no event shall have occurred or condition exist which with the giving of notice or lapse of time, or both, would constitute such an Event of Default, or (2) sell, lease, or otherwise dispose of all or substantially all of its assets except in the ordinary course of its business.
Merger, Acquisition or Sale of Assets. Borrower will not enter into any merger or consolidation with or acquire all or substantially all of the assets of any Person, and will not sell, lease, or otherwise dispose of any of its assets except in the ordinary course of its business.
Merger, Acquisition or Sale of Assets. Borrower will not enter into any merger or consolidation with or acquire all or substantially all of the assets of any Person, and will not sell, lease, or otherwise dispose of any of its assets except in the ordinary course of its business, without the prior written consent of Lender, which consent shall not be unreasonably withheld. Notwithstanding the foregoing, Borrower shall not be required to obtain Lender's consent to any sale, lease or other disposition where the cost of the transaction to Borrower is less than $250,000.00.
Merger, Acquisition or Sale of Assets. Merge or consolidate with or into any other Person or acquire all or substantially all the assets of any Person, except (a) the Acquisition, (b) any consolidation or merger among Credit Parties; provided that to the extent that the Borrower is involved in such consolidation or merger, the Borrower is the surviving entity and (c) transactions described in Section 5.12.
Merger, Acquisition or Sale of Assets. Except for mergers and acquisitions for which Borrower, or any one of them, is the surviving entity and are otherwise in compliance with Section 7.2, above, and do not result in a Default, merge or consolidate with or into any other entity or acquire all or substantially all the assets of any person, firm, partnership, joint venture or corporation, or sell, lease or otherwise dispose of any of its assets except for dispositions in the ordinary course of business.
Merger, Acquisition or Sale of Assets. Merge or consolidate with or into any other entity or acquire all or substantially all the assets of any person, firm, partnership, joint venture or corporation, or sell, lease or otherwise dispose of any of its assets except for dispositions in the ordinary course of business.
Merger, Acquisition or Sale of Assets. Enter into any merger or consolidation with, or acquire all or substantially all of the assets of, any person, firm, joint venture or corporation (except for investments not exceeding $5,000,000 in the aggregate), or sell, lease or otherwise dispose of all or substantially all of its assets except in the ordinary course of its business, or permit any of its Restricted Subsidiaries to do so.
Merger, Acquisition or Sale of Assets. Subject to the terms hereof, either Party may assign its rights or obligations under this Agreement to a non-Affiliate only in connection with a merger or similar reorganization; the sale of all or substantially all of its assets or the sale of all or substantially all of its pharmaceutical and/or healthcare assets; or otherwise with the prior written consent of the other Party. This Agreement shall survive any such merger or reorganization of either Party with or into, or such sale of assets to, another party and no consent for such merger, reorganization or sale shall be required hereunder.
Merger, Acquisition or Sale of Assets. Subject to the terms hereof, either Party may assign its rights or obligations under this Agreement to a non-Affiliate only in connection with a merger or similar reorganization or the Sale of all or substantially all of its assets or the Sale of all or substantially all of its pharmaceutical and/or healthcare assets, or otherwise without the prior written consent of the other Party. This Agreement shall survive any such merger or reorganization of either Party with or into, or such Sale of assets to, another party and shall be fully enforceable against the surviving, consolidated or reorganized entity of such merger, consolidation or re-organization and no consent for such merger, reorganization or Sale shall be required hereunder.
