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 Guaranteeing Parent may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing Parent) assumes all the obligations of that Guaranteeing Parent under the Indenture, its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Guaranteeing Parent Subsidiary may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent Subsidiary is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent Subsidiary in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing ParentSubsidiary) assumes all the obligations of that Guaranteeing Parent Subsidiary under the Indenture, Indenture and its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Guaranteeing Parent may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing Parent) assumes all the obligations of that Guaranteeing Parent under the Indenture, Indenture and its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Guaranteeing Parent Subsidiary may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent Subsidiary is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent Subsidiary in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any ay such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing ParentSubsidiary) assumes all the obligations of that Guaranteeing Parent Subsidiary under the Indenture, its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Guaranteeing Parent Subsidiary may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent Subsidiary is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent Subsidiary in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing ParentSubsidiary) assumes all the obligations of that Guaranteeing Parent Subsidiary under the Indenture, its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The No Guaranteeing Parent Entity may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent Entity is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent Entity in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing ParentParent Entity) assumes all the obligations of that Guaranteeing Parent Entity under the Indenture, its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indentureFourth Supplemental Indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Guaranteeing Parent Subsidiary may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent Subsidiary is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent Subsidiary in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing ParentSubsidiary) assumes all the obligations of that Guaranteeing Parent Subsidiary under the Indenture, its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indentureSixth Supplemental Indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The No Guaranteeing Parent Entity may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent Entity is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent Entity in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing ParentParent Entity) assumes all the obligations of that Guaranteeing Parent Entity under the Indenture, its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indentureSecond Supplemental Indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.

Merger, Consolidation or Sale of All or Substantially All Assets. (a) The Guaranteeing Parent Subsidiary may not sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Parent Subsidiary is the surviving Person), another Person, other than the Issuers or another Guarantor, unless: (i) except in the case of a merger entered into solely for the purpose of reincorporating a Guaranteeing Parent Subsidiary in another jurisdiction, immediately after giving effect to that transaction, no Default or Event of Default shall have occurred and be continuing; and (ii) either: (A) the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger (if not the Guaranteeing ParentSubsidiary) assumes all the obligations of that Guaranteeing Parent Subsidiary under the Indenture, its Note Guarantee and the applicable Registration Rights Agreement pursuant to this supplemental indentureThird Supplemental Indenture; or (B) the Net Proceeds of such sale or other disposition are either (i) applied in accordance with Section 4.10(d) of the Indenture or (ii) not required to be applied in accordance with any provision of the Indenture.