Merger, Amalgamation and Consolidation. Each Guaranteeing Subsidiary shall not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge or amalgamate with or into, another Person (other than the Issuer or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction) except in accordance with Section 4.1(g) of the Indenture.
Merger, Amalgamation and Consolidation. (a) The Issuer will not consolidate with or merge or amalgamate with or into, or convey, transfer or lease all or substantially all its assets to, any Person, unless:
Merger, Amalgamation and Consolidation. (a) The Company will not consolidate with or merge or amalgamate with or into or convey, transfer or lease all or substantially all its assets, in one transaction or a series of related transactions to any Person, unless:
Merger, Amalgamation and Consolidation. Each New Guarantor shall not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge or amalgamate with or into, another Person (other than the Issuer or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction) except in accordance with Section 4.1(g) of the Indenture.
Merger, Amalgamation and Consolidation. The provisions of Section 4.18 of the Indenture (together with the definitions set out in the Indenture insofar as they relate thereto) are hereby incorporated herein mutatis mutandis as if set out herein in full, and all obligations therein by the Issuer or a Subsidiary Guarantor (or a Successor Company or Successor Guarantor) to the Trustee in respect of the Notes, the Indenture or the Subsidiary Guarantees thereunder shall be read and construed as the Borrower’s or Subsidiary Guarantor’s (or a Successor Company’s or Successor Guarantor’s) obligations to EBRD in respect of the Loan, this Agreement or the Subsidiary Guarantees hereunder, and all references to “Default” and “Event of Default” shall be defined in accordance with Section 1.01 hereof.
Merger, Amalgamation and Consolidation. The Guaranteeing Subsidiaries shall not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into another Person (other than the Company or any Restricted Subsidiary that is a Guarantor or becomes a Guarantor concurrently with the transaction) except in accordance with Section 4.1(f) of the Indenture.
Merger, Amalgamation and Consolidation. The provisions of Section 4.18 of the 2005 Indenture (together with the definitions set out in the 2005 Indenture insofar as they relate thereto) are hereby incorporated herein mutatis mutandis as if set out herein in full, and all obligations therein by the Issuer or a Subsidiary Guarantor (or a Successor Company or Successor Guarantor) to the 2005 Trustee in respect of the 2005 Notes, the 2005 Indenture or the Subsidiary Guarantees (as defined thereunder) shall be read and construed as the Borrower’s or Subsidiary Guarantor’s (or a Successor Company’s or Successor Guarantor’s) obligations to EBRD in respect of the Loan, this Agreement or the New Subsidiary Guarantees hereunder, and all references to “Default” and “Event of Default” shall be defined in accordance with Section 1.01 hereof.
Merger, Amalgamation and Consolidation. (a) Neither the Company nor the Issuer shall consolidate with or merge or amalgamate with or into, or convey, transfer or lease all or substantially all its assets to, any Person, unless: (1) the Company or the Issuer, as applicable, is the surviving Person or the resulting, surviving or transferee Person (the “Successor Company”) will be a Person organized or existing under the laws of the jurisdiction of the Company or the Issuer or the United States of America, any State of the United States, the District of Columbia, Canada or any province or territory thereof and the Successor Company (if not the Company or the Issuer, as applicable) will expressly assume all the obligations of the Company or the Issuer, as applicable, under the Notes and this Indenture and the Collateral Documents and if such Successor Company is not a corporation, a co-obligor of the Notes is a corporation organized or existing under such laws; (2) immediately after giving effect to such transaction (and treating any Indebtedness that becomes an obligation of the applicable Successor Company or any Subsidiary of the applicable Successor Company as a result of such transaction as having been Incurred by the applicable Successor Company or such Subsidiary at the time of such transaction), no Event of Default shall have occurred and be continuing; (3) immediately after giving pro forma effect to such transaction, either (i) the applicable Successor Company would be able to Incur at least an additional $1.00 of Indebtedness pursuant to Section 3.2(a), (ii) the Fixed Charge Coverage Ratio would not be lower than it was immediately prior to giving effect to such transaction or (iii) the Consolidated Total Leverage Ratio would not be higher than it was immediately prior to giving effect to such transaction; and (4) the Issuer shall have delivered to the Trustee and the Collateral Agent an Officer’s Certificate and an Opinion of Counsel, each stating that such consolidation,
