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. (a) The Borrower may not, directly or indirectly, consolidate or merge with or into or wind up into (whether or not the Borrower is the surviving Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s properties or assets, in one or more related transactions, to any Person unless:

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may not, directly or indirectly, shall not consolidate or merge with or into or wind up into (whether or not the Borrower is the surviving Personentity), or sell, assign, transfer, lease, convey or otherwise dispose of properties and assets constituting all or substantially all of the Borrower’s properties or assetsassets of the Borrower and the Restricted Subsidiaries on a consolidated basis, in one or more related transactions, to any Person unless:

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may not, directly or indirectly, not consolidate or merge with or into or wind up into (whether or not the Borrower is the surviving Personcorporation), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s properties or assetsassets of the Borrower and the Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any Person unless:

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

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may shall not, directly in a single transaction or indirectlythrough a series of related transactions, consolidate with or merge with or into or wind up into any other Person (whether or not the Borrower is the surviving Person), other than any Wholly Owned Subsidiary) or sell, assign, transfer, lease, convey lease or otherwise dispose of all or substantially all of the Borrower’s its properties or assets, in one or more related transactions, and assets to any Person unless(other than any Wholly Owned Subsidiary) or group of affiliated Persons unless at the time and after giving effect thereto:

Merger, Consolidation or Sale of All or Substantially All Assets. (ai) The Borrower may not, directly or indirectly, : (1) consolidate or merge with or into or wind up into another Person (whether or not the Borrower is the surviving Personcorporation), ; or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of the Borrower’s properties or assetsassets the Borrower and its Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any another Person unless:

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may notnot consolidate with, directly or indirectly, consolidate amalgamate or merge with or into or wind up into (whether or not the Borrower is the surviving Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s its properties or assets, taken as a whole, in one or more related transactions, to any Person unless:

Merger, Consolidation or Sale of All or Substantially All Assets. (a) 6.9.1. The Borrower may notnot (i) consummate a Division as the Dividing Person or (ii) consolidate with, directly or indirectly, consolidate amalgamate or merge with or into or wind up into (whether or not the Borrower is the surviving Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s its properties or assets, taken as a whole, in one or more related transactions, to any Person unless:, in the case of this clause (a)(ii):

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Neither Borrower may not, directly or indirectly, consolidate or merge with or into or wind up into (whether or not the such Borrower is the surviving Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s its properties or assets, in one or more related transactions, to any Person unless:

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

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may will not, directly or indirectly, : (1) consolidate or merge with or into or wind up into another Person (whether or not the Borrower is the surviving Personcorporation), ; or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of the Borrower’s properties or assetsassets (including, in each case, pursuant to a Division) of Borrower and its Subsidiaries, taken as a whole, in one or more related transactions, to any another Person unless:

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may not, directly or indirectly, will not consolidate or merge with or into or wind up into (whether or not the Borrower is the surviving Personcorporation), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s properties or assetsassets of the Borrower and its Subsidiaries, taken as a whole, in one or more related transactions, to any Person unless:: 100

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower Borrowers may not, directly or indirectly, not consolidate or merge with or into or wind up into (whether or not the Borrower is Borrowers are the surviving Personcorporations), or nor may the Borrowers sell, assign, transfer, lease, convey or otherwise dispose of assets or properties that in either case constitute all or substantially all of the Borrower’s properties or assetsassets of the Borrowers and their Subsidiaries which are Restricted Subsidiaries, taken as a whole, in one or more related transactions, to any Person unless:

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The No Borrower may not, directly or indirectly, shall consolidate or merge with or into or wind up into (whether or not the such Borrower is the surviving Personentity), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s its properties or assets, in one or more related transactions, to any Person unless:

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Subject to clause (e) below, from and after the Effective Date, the Borrower may will not, directly or indirectly, : (i) consolidate or merge with or into or wind up into another Person (whether or not the Borrower is the surviving Person), or (ii) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of the Borrower’s properties or assetsassets of the Borrower and its Subsidiaries, taken as a whole, in one or more related transactions, to any another Person unless:

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

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may notnot (i) consummate a Division as the Dividing Person or (ii) consolidate with, directly or indirectly, consolidate amalgamate or merge with or into or wind up into (whether or not the Borrower is the surviving Person), or sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the Borrower’s its properties or assets, taken as a whole, in one or more related transactions, to any Person unless:, in the case of this clause (a)(ii):

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Borrower may will not, directly or indirectly, : (1) consolidate or merge with or into or wind up into another Person (whether or not the Borrower is the surviving Personcorporation), ; or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of the Borrower’s properties or assetsassets (including by disposition to a Delaware Divided LLC pursuant to a Delaware LLC Division) of Borrower and its Subsidiaries, taken as a whole, in one or more related transactions, to any another Person unless: