Common use of Merger, Consolidation or Sale of All or Substantially All Assets Clause in Contracts

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction or series of related transactions, consolidate with or merge into any Person or sell, assign, transfer, lease or otherwise convey all or substantially all its properties and assets to any Person, unless:

Appears in 34 contracts

Samples: Indenture (Home Bancorp, Inc.), Indenture (Home Bancorp, Inc.), Indenture (Investar Holding Corp)

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Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 11 contracts

Samples: Indenture (PBF Holding Co LLC), Indenture (Healthequity, Inc.), Indenture (LPL Financial Holdings Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction may not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving Person), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its consolidated properties and or assets taken as a whole, in one or more related transactions, to any Person, Person unless:

Appears in 7 contracts

Samples: Intercreditor Agreement (Sabre Corp), Intercreditor Agreement (Sabre Corp), Indenture (Sabre Corp)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction Borrower shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Borrower is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 7 contracts

Samples: Credit Agreement (Samson Resources Corp), Credit Agreement (Samson Holdings, Inc.), Loan Agreement (First Data Corp)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction : (1) consolidate or series of related transactions, consolidate merge with or merge into any another Person (whether or not the Company is the surviving Person), or (2) sell, assign, transfer, convey, lease or otherwise convey dispose of all or substantially all of the properties or assets of the Company and its properties and assets Restricted Subsidiaries taken as a whole, in one or more related transactions, to any Person, another Person unless:

Appears in 6 contracts

Samples: Indenture (Permian Resources Corp), Indenture (Permian Resources Corp), Indenture (Permian Resources Corp)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction (a) Holdings shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not Holdings is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets to in one or more related transactions to, any Person, Person unless:

Appears in 6 contracts

Samples: Indenture (Momentive Specialty Chemicals Inc.), Indenture (Momentive Specialty Chemicals Inc.), Indenture (Hexion Specialty Chemicals, Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will shall not, in any transaction directly or series of related transactionsindirectly: (1) consolidate, consolidate amalgamate or merge with or merge into any another Person (whether or not the Company is the surviving Person); or (2) sell, assign, transfer, lease convey or otherwise convey dispose of all or substantially all of the properties or assets of the Company and its properties and assets Restricted Subsidiaries taken as a whole, in one or more related transactions, to any another Person, unless:

Appears in 5 contracts

Samples: Credit Agreement (Navios South American Logistics Inc.), Credit Agreement (Navios Maritime Partners L.P.), Credit Agreement (Navios Maritime Midstream Partners LP)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving Person), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 5 contracts

Samples: Indenture (Brightstar Corp.), Indenture (Avago Technologies LTD), Indenture (Avago Technologies Manufacturing (Singapore) Pte. Ltd.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, shall not consolidate with or merge with or into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all its of the properties and assets of the Company and its Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any Person, Person unless:

Appears in 5 contracts

Samples: Secured Notes Indenture (WeWork Inc.), Senior Notes Indenture (WeWork Inc.), Senior Notes Indenture (WeWork Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactionsshall not (1) amalgamate, consolidate with or merge into any Person other entity or sell(2) convey, assign, transfer, transfer or lease or otherwise convey all or substantially all its of the properties and assets to any Personof the Company and its Subsidiaries taken as a whole, unless:

Appears in 4 contracts

Samples: Third Supplemental Indenture (IHS Markit Ltd.), Indenture (IHS Markit Ltd.), Second Supplemental Indenture (IHS Markit Ltd.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactionsshall not merge, consolidate or amalgamate with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all its of the properties or assets of the Company and assets the Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any Person, Person unless:

Appears in 4 contracts

Samples: Indenture (MultiPlan Corp), Indenture (MultiPlan Corp), Indenture (MultiPlan Corp)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets in one or more related transactions, to any Person, Person unless:

Appears in 4 contracts

Samples: Indenture (Evenflo Co Inc), Volume Services America Inc, Volume Services America Holdings Inc

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction directly or series of related transactions, indirectly: (1) consolidate or merge with or merge into any another Person (whether or not the Company is the surviving corporation); or (2) sell, assign, transfer, convey, lease or otherwise convey dispose of all or substantially all of the properties or assets of the Company and its properties and assets Subsidiaries, taken as a whole, in one or more related transactions, to any another Person, unless:

Appears in 4 contracts

Samples: First Supplemental Indenture (Cit Group Inc), First Supplemental Indenture (Cit Group Inc), Cit Group Inc

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction may not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets in one or more related transactions, to any Person, Person unless:

Appears in 4 contracts

Samples: Otelco (Otelco Telecommunications LLC), Otelco (Otelco Inc.), Supplemental Indenture (Brindlee Mountain Telephone Co)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company. The Company will may not, in any transaction directly or series of related transactionsindirectly, consolidate or merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation) or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all its of the Company’s properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 3 contracts

Samples: Indenture (Vista Outdoor Inc.), Indenture (Vista Outdoor Inc.), Indenture (Chemours Co)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, not consolidate with or merge with or into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all of the assets of the Company and its properties and assets Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any Person, Person unless:

Appears in 3 contracts

Samples: Senior Notes Indenture (TTM Technologies Inc), Senior Notes Indenture (TTM Technologies Inc), Senior Notes Indenture (Wolverine World Wide Inc /De/)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge or amalgamate with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets in one or more related transactions, to any Person, unless:.

Appears in 3 contracts

Samples: Credit Agreement (JELD-WEN Holding, Inc.), Revolving Credit Agreement (JELD-WEN Holding, Inc.), Credit Agreement (JELD-WEN Holding, Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactionsmay not (i) amalgamate, consolidate with or merge into any Person other entity or sell(ii) convey, assign, transfer, transfer or lease or otherwise convey all or substantially all its of the properties and assets to any Personof the Company and its subsidiaries taken as a whole, unless:

Appears in 3 contracts

Samples: Senior Notes Indenture (IHS Markit Ltd.), Senior Notes Indenture (IHS Markit Ltd.), Senior Notes Indenture (IHS Markit Ltd.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, not consolidate with or merge with or into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all of its properties and assets assets, in one or more related transactions, to any Person, Person unless:

Appears in 2 contracts

Samples: Passu Intercreditor Agreement (United States Steel Corp), Note Purchase Agreement (Wmi Holdings Corp.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the survivor in such transaction), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 2 contracts

Samples: Supplemental Indenture (Homefed Corp), Supplemental Indenture (Homefed Corp)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction or series of related transactions, consolidate with or merge into any Person or sell, assign, transfer, lease or otherwise convey all or substantially all its properties and assets to any Person, unless:: 56

Appears in 2 contracts

Samples: Eagle Bancorp Montana, Inc., Eagle Bancorp Montana, Inc.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, may not consolidate with or merge into any Person other entity or sellconvey, assign, transfer, transfer or lease or otherwise convey all or substantially all its properties and assets substantially as an entirety to any Personentity, unless:

Appears in 2 contracts

Samples: Senior Notes Indenture (Hanesbrands Inc.), Senior Notes Indenture (Hanesbrands Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction may not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving Person), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 2 contracts

Samples: Senior Subordinated Notes Indenture (ASC Acquisition LLC), Indenture (B&H Contracting, L.P.)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction or series of related transactions, consolidate with or merge into any Person or sell, assign, transfer, lease or otherwise convey all or substantially all its of the properties and assets of the Company and its subsidiaries taken as a whole to any Person, unless:

Appears in 2 contracts

Samples: Indenture (Green Bancorp, Inc.), Indenture (Green Bancorp, Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction (a) Holdings shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not Holdings is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets (determined on a consolidated basis), in one or more related transactions, to any Person, Person unless:

Appears in 2 contracts

Samples: Acceptable Intercreditor Agreement (Dave & Buster's Entertainment, Inc.), Indenture (At Home Group Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction may not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving Person) or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets in one or more related transactions, to any Person, Person unless:

Appears in 2 contracts

Samples: Bed Bath & Beyond Canada L.P., Bed Bath & Beyond Canada L.P.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction may not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 2 contracts

Samples: Indenture (Tenneco Inc), Indenture (Tenneco Inc)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will shall not, in any transaction directly or series of related transactionsindirectly, (1) consolidate or merge with or merge into any another Person (whether or not the Company is the surviving corporation); or (2) sell, assign, transfer, lease convey or otherwise convey dispose of all or substantially all of the properties or assets of the Company and its properties and assets Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any another Person, unless:

Appears in 2 contracts

Samples: Guaranty Agreement (Cit Group Inc), Ulc Financing Agreements (Cit Group Inc)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will notshall not merge, consolidate or amalgamate with or into any other Person (other than a merger of a Wholly Owned Subsidiary into the Company), or sell, transfer, assign, lease, convey or otherwise dispose of all or substantially all of the Property of the Company and the Subsidiaries, in any one transaction or series of related transactions, consolidate with or merge into any Person or sell, assign, transfer, lease or otherwise convey all or substantially all its properties and assets to any Person, transactions unless:

Appears in 1 contract

Samples: Senior Notes Indenture (Brinker International Inc)

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Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company. The Company will not, in any transaction may not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all its of the properties or assets of the Company and assets the Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Supplemental Indenture (Thermadyne Australia Pty Ltd.)

Merger, Consolidation or Sale of All or Substantially All Assets. (k) The Company will not, in any transaction or series of related transactions, not consolidate with or merge with or into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all of its properties and assets assets, in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Indenture (United States Steel Corp)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, not consolidate with or merge with or into any Person or wind up into, or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all of its properties and assets assets, in one or more related transactions, to any PersonPerson unless: (153) the resulting, unless:surviving or transferee Person shall be the Company;

Appears in 1 contract

Samples: Supplemental Indenture (DIEBOLD NIXDORF, Inc)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, not consolidate with or merge into any Person with or into, or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all its properties property and assets to in one or more related transactions to, any Person, unless:

Appears in 1 contract

Samples: Senior Notes Indenture (Darling Ingredients Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. The (a) Except for the Merger, which is expressly permitted under this Indenture, the Company will may not, in any transaction directly or series of related transactionsindirectly, consolidate or merge or amalgamate with or merge into any Person or wind up into (whether or not the Company is the surviving Person), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Indenture (DJO Finance LLC)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not (1) consolidate or series of related transactions, consolidate merge with or merge into any another Person (whether or not the Company is the surviving corporation) or (2) directly or indirectly sell, assign, transfer, convey, lease or otherwise convey dispose of all or substantially all its of the properties and assets of the Company and its Subsidiaries taken as a whole, in one or more related transactions, to any Person, another Person or Persons unless:

Appears in 1 contract

Samples: Indenture (Salant Corp)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, shall not consolidate with or merge into any other Person or sellconvey, assign, transfer, transfer or lease or otherwise convey all or substantially all of its properties and assets to any PersonPerson (other than a direct or indirect wholly owned Subsidiary of the Company), and the Company shall not permit any Person (other than a direct or indirect wholly owned subsidiary of the Company) to consolidate with or merge into the Company, unless:

Appears in 1 contract

Samples: Service Properties Trust

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, not consolidate with or merge with or into any Person or wind up into (whether or not the Company is the surviving Person), or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all of its properties and assets assets, in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Senior Secured Notes Indenture (DIEBOLD NIXDORF, Inc)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction or series of related transactions, consolidate with or merge into any Person or sell, assign, transfer, lease lease, or otherwise convey all or substantially all its of the properties and assets of the Company and its Subsidiaries taken as a whole to any Person, unless:

Appears in 1 contract

Samples: Reliant Bancorp, Inc.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction or series of related transactions, not consolidate with or merge with or into any Person or wind up into, or sell, assign, convey, transfer, lease or otherwise convey dispose of all or substantially all of its properties and assets assets, in one or more related transactions, to any PersonPerson unless: (155) the resulting, unless:surviving or transferee Person shall be the Company;

Appears in 1 contract

Samples: Supplemental Indenture (DIEBOLD NIXDORF, Inc)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will may not, in any transaction directly or series of related transactionsindirectly, consolidate or merge with or merge into any Person or wind up into (whether or not the Company is the surviving Person), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all its of the Company’s properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Indenture (Dominion Textile (Usa), L.L.C.)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction or series of related transactions, consolidate with or merge into any Person or sell, assign, transfer, lease or otherwise convey all or substantially all its of the properties and assets of the Company and its Subsidiaries taken as a whole to any Person, unless:

Appears in 1 contract

Samples: Indenture (Veritex Holdings, Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge or amalgamate with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets in one or more related transactions, to any Person. other than the merger, unless:consolidation or amalgamation of any Restricted Subsidiary into (or with) the Company in a transaction in which the Company is the surviving Person.

Appears in 1 contract

Samples: Credit Agreement (JELD-WEN Holding, Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving entity), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets to in one or more related transactions to, any Person, Person unless:

Appears in 1 contract

Samples: Indenture (Global Brass & Copper Holdings, Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving entity), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and assets to in one or more related transactions to, any PersonPerson (other than any such consolidation, merger, sale, assignment, transfer, lease, conveyance or disposition in connection with the Transactions described in the Offering Circular) unless:

Appears in 1 contract

Samples: Supplemental Indenture (Metals USA Plates & Shapes Southcentral, Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Volume Services America Holdings Inc

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Company will not, in any transaction shall not consolidate or series of related transactions, consolidate merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation), or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all of its properties and or assets on a consolidated basis, in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Note Purchase Agreement (PQ Group Holdings Inc.)

Merger, Consolidation or Sale of All or Substantially All Assets. The Company. The Company will may not, in any transaction directly or series of related transactionsindirectly, consolidate or merge with or merge into any Person or wind up into (whether or not the Company is the surviving corporation) or sell, assign, transfer, lease lease, convey or otherwise convey dispose of all or substantially all its of the Company’s properties and assets or assets, in one or more related transactions, to any Person, Person unless:

Appears in 1 contract

Samples: Indenture (Valvoline Inc)

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