Merger, Consolidation and Sale of Assets. (a) The Issuer shall not, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries), to any Person unless:
Appears in 21 contracts
Samples: Intercreditor Agreement (Cemex Sab De Cv), Intercreditor Agreement (Cemex Sab De Cv), Intercreditor Agreement (Cemex Sab De Cv)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall not, in a single transaction or series of related transactions, will not consolidate with or merge with or into any Person or wind up into (whether or not the Issuer is the surviving or continuing Personcorporation), or sellconvey, assign, transfer, lease, convey transfer or otherwise dispose of lease all or substantially all of the Issuer’s properties and its assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries)in one or more related transactions to, to any Person Person, unless:
Appears in 7 contracts
Samples: Chaparral Energy, Inc., Indenture (Chaparral Energy, Inc.), Indenture (Chaparral Energy, Inc.)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall not, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries)assets, to any Person unless:
Appears in 5 contracts
Samples: Cemex Sab De Cv, Cemex Sab De Cv, Cemex Sab De Cv
Merger, Consolidation and Sale of Assets. (a) The Issuer shall will not, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries), to any Person unless:
Appears in 5 contracts
Samples: Indenture (Cemex Sab De Cv), Indenture (Cemex Sab De Cv), Indenture (Cemex Sab De Cv)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall not, in a single transaction or series of related transactions, will not consolidate with or merge with or into any Person or wind up into (whether or not the Issuer is the surviving or continuing Person), or sellconvey, assign, transfer, lease, convey transfer or otherwise dispose of lease all or substantially all of the Issuer’s properties and its assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries)in one or more related transactions to, to any Person Person, unless:
Appears in 4 contracts
Samples: Third Supplemental Indenture (Rosetta Resources Inc.), Supplemental Indenture (Rosetta Resources Inc.), Supplemental Indenture (Rosetta Resources Inc.)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall not, in a single transaction or series of related transactions, will not consolidate with or merge with or into any Person or wind up into (whether or not the Issuer is the surviving or continuing Personcorporation), or sellconvey, assign, transfer, lease, convey transfer or otherwise dispose of lease all or substantially all of the Issuer’s properties and its assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries)in one or more related transactions to, to any Person Person, unless:
Appears in 3 contracts
Samples: First Supplemental Indenture (GMX Resources Inc), Intercreditor Agreement (GMX Resources Inc), Indenture (GMX Resources Inc)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall notnot consolidate with, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person)into, or sell, assignconvey, transfer, lease, convey lease or otherwise dispose of all or substantially all of the Issuer’s properties its property and assets (determined on as an entirety or substantially an entirety in one transaction or a consolidated basis for the Issuer and its Restricted Subsidiaries)series of related transactions) to, to any Person or permit any Person to merge with or into it unless:
Appears in 3 contracts
Samples: Indenture (Aventine Renewable Energy Holdings Inc), Verasun Energy Corp, Security Agreement (Verasun Energy Corp)
Merger, Consolidation and Sale of Assets. (a) The Other than the Merger Transaction, the Issuer shall will not, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose of (or cause or permit any Restricted Subsidiary to sell, assign, transfer, lease, convey or otherwise dispose of) all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries), to any Person unless:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (HighPoint Resources Corp), Agreement and Plan of Merger (HighPoint Resources Corp)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall notmay consolidate with, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose lease (and may cause or permit any Restricted Subsidiary of the Issuer to sell, convey or lease) all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries)to, to or merge with or into, any Person unlessother Person, only if:
Appears in 2 contracts
Samples: Supplemental Indenture (Pitney Bowes Inc /De/), Supplemental Indenture (Pitney Bowes Inc /De/)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall notnot consolidate with or merge with or into, or convey, transfer or lease, in a single one transaction or a series of related transactions, consolidate directly or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person)indirectly, or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Issuer’s its properties and or assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries)to, to any Person Person, unless:
Appears in 2 contracts
Merger, Consolidation and Sale of Assets. (a) The Issuer shall will not, in a single transaction or series of related transactions, consolidate or merge with or into any Person Person, or Transfer (whether or not cause or permit any Restricted Subsidiary of the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose of to Transfer) all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries), ) whether as an entirety or substantially as an entirety to any Person Person, unless:
Appears in 1 contract
Merger, Consolidation and Sale of Assets. (a) The Issuer shall Issuers will not, in a single transaction directly or series of related transactions, indirectly: consolidate or merge with or into any another Person (whether or not the applicable Issuer is the surviving or continuing Personcorporation), ; or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Issuer’s properties and or assets (determined on a consolidated basis for of the Issuer Company and its Restricted Subsidiaries)Subsidiaries taken as a whole, in one or more related transactions, to any Person another Person; unless:
Appears in 1 contract
Merger, Consolidation and Sale of Assets. (a) The Issuer shall may not, in a single transaction directly or series of related transactionsindirectly, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Personcorporation), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Issuer’s its properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries)or assets, in one or more related transactions, to any Person another Person, unless:
Appears in 1 contract
Samples: Purchase Agreement (Intira Corp)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall will not, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose of (or cause or permit any of its Restricted Subsidiaries to sell, assign, transfer, lease, convey or otherwise dispose of) all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries), ) whether as an entirety or substantially as an entirety to any Person unless:
Appears in 1 contract
Samples: Indenture (Revlon Inc /De/)
Merger, Consolidation and Sale of Assets. (a) The Issuer shall not, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey or otherwise dispose of (or cause or permit any Restricted Subsidiary to sell, assign, transfer, lease, convey or otherwise dispose of) all or substantially all of the Issuer’s properties and 's assets (determined on a consolidated basis for the Issuer and its the Restricted Subsidiaries), ) whether as an entirety or substantially as an entirety to any Person unless:
Appears in 1 contract
Merger, Consolidation and Sale of Assets. (aA) The Issuer shall will not, in a single transaction or series of related transactions, consolidate or merge with or into any Person (whether or not the Issuer is the surviving or continuing Person), or sell, assign, transfer, lease, convey Transfer (or otherwise dispose cause or permit any Restricted Subsidiary of Issuer to Transfer) all or substantially all of the Issuer’s properties and assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries), ) whether as an entirety or substantially as an entirety to any Person Person, unless:
Appears in 1 contract
Samples: Credit Agreement (Solutia Inc)