MERGER, CONVEYANCE, TRANSFER OR LEASE. Section 801. Company May Consolidate, Etc.,
MERGER, CONVEYANCE, TRANSFER OR LEASE. Company and Guarantor May Consolidate, etc.,
MERGER, CONVEYANCE, TRANSFER OR LEASE. SECTION 9.01. Covenant Not to Consolidate, Merge, Convey, Transfer or Lease Property Except under Certain Conditions. The Company covenants that it will not consolidate with, convert into, or merge with and into, any other corporation or sell, assign, transfer, lease or convey all or substantially all of its properties and assets to any Person, unless:
(i) either the Company shall be the continuing corporation, or the successor (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a State thereof or the District of Columbia and such corporation shall expressly assume all the obligations of the Company under the Purchase Contracts, this Agreement, the Pledge Agreement, the Indenture (including any supplement thereto) and the Remarketing Agreement by one or more supplemental agreements in form reasonably satisfactory to the Purchase Contract Agent and the Collateral Agent, executed and delivered to the Purchase Contract Agent and the Collateral Agent by such corporation; and
(ii) the Company or such successor corporation, as the case may be, shall not, immediately after such consolidation, conversion, merger, sale, assignment, transfer, lease or conveyance, be in default of payment obligations under the Purchase Contracts, this Agreement, the Pledge Agreement, the Indenture (including any supplement thereto) or the Remarketing Agreement or in material default in the performance of any other covenants under any of the foregoing agreements.
MERGER, CONVEYANCE, TRANSFER OR LEASE. SECTION 8.1. COMPANY MAY CONSOLIDATE, ETC., ONLY ON CERTAIN TERMS. The Company shall not consolidate with or merge into any other Person or convey, transfer or lease its properties and assets substantially as an entirety to any Person, unless:
(1) the Person resulting from such consolidation or merger or the Person to which the Company conveys, transfers or leases its properties and assets substantially as an entirety shall be an entity organized and existing under the laws of the United States of America or any state thereof or the District of Columbia and shall expressly assume, by an indenture supplemental hereto, executed and delivered to the Trustee, in form satisfactory to the Trustee, the due and punctual payment of the principal of (and premium, if any), interest (including Additional Interest, if any) and Additional Sums, if any, on all the Securities of every series and the performance of every covenant of this Indenture on the part of the Company to be performed or observed; provided, however, nothing herein shall be deemed to restrict or prohibit, and no supplemental indenture shall be required in the case of, the merger of a Principal Subsidiary with and into a Principal Subsidiary or the Company, the consolidation of Principal Subsidiaries into a Principal Subsidiary or the Company, or the sale or other disposition of all or substantially all of the assets of any Principal Subsidiary to another Principal Subsidiary or the Company, if, in any such case in which the surviving, resulting or acquiring entity is not the Company, the Company would own, directly or indirectly, at least 80% of the voting securities of the Principal Subsidiary (and in the case of any other Principal Subsidiary, any voting securities of which are owned, directly or indirectly, by such Principal Subsidiary) surviving such merger, resulting from such consolidation or acquiring such assets;
(2) immediately after giving effect to such transaction, no Event of Default, and no event that, after notice or lapse of time, or both, would constitute an Event of Default, shall have occurred and be continuing; and
(3) the Company has delivered to the Trustee an Officers' Certificate and an Opinion of Counsel, each stating that such consolidation, merger, conveyance, transfer or lease and any such supplemental indenture comply with this Article and that all conditions precedent herein provided for relating to such transaction have been complied with and met. The Trustee, subject to ...
MERGER, CONVEYANCE, TRANSFER OR LEASE. Section 8.1. Company May Demutualize, Consolidate, Etc., Only on Certain Terms Section 8.2. Successor Company Substituted
MERGER, CONVEYANCE, TRANSFER OR LEASE. SECTION 5.01. Company May Consolidate, etc., Only on Certain Terms 18 SECTION 5.02. Successor Substituted 19
MERGER, CONVEYANCE, TRANSFER OR LEASE. Section 801. Issuer and Guarantors May Consolidate, Etc., Only on Certain Terms 67 Section 802. Successor Substituted 68 Section 901. Supplemental Indentures Without Consent of Holders 68 Section 902. Supplemental Indentures With Consent of Holders 69 Section 903. Execution of Supplemental Indentures 70 Section 904. Effect of Supplemental Indentures 71 Section 905. Conformity with Trust Indenture Act 71 Section 906. Reference in Notes to Supplemental Indentures 71 Section 1001. Payment of Principal, Premium and Interest 71 Section 1002. Maintenance of Office or Agency 72 Section 1003. Money for Notes Payments to Be Held in Trust 72 Section 1004. Annual Compliance Certificate; Statement by Officers as to Default 73 Section 1005. Existence 73 Section 1006. Limitation on Designation of Unrestricted Subsidiaries 74 Section 1007. Purchase of Notes Upon a Change of Control 75 Section 1008. Limitation on Additional Indebtedness 77 Section 1009. Limitation on Restricted Payments 80 Section 1010. Limitation on Liens 84 Section 1011. Limitation on Dividends and Other Restrictions Affecting Restricted Subsidiaries 85 Section 1012. Limitation on Asset Sales 88 Section 1013. Limitation on Affiliate Transactions 90 Section 1014. Additional Guarantees 92 Section 1015. Covenant Suspension 92 Section 1016. Maintenance of Ratings 93 Section 1101. Applicability of Article 93 Section 1102. Election to Redeem; Notice to Trustee 94 Section 1103. Optional Redemption 94 Section 1104. Selection by Trustee of Notes to Be Redeemed 95 Section 1105. Notice of Redemption 95 Section 1106. Deposit of Redemption Price 96 Section 1107. Notes Payable on Redemption Date 96 Section 1108. Notes Redeemed in Part 97 Section 1201. Mandatory Redemption, Etc. 97 Section 1301. Issuer’s Option to Effect Legal Defeasance or Covenant Defeasance 97 Section 1302. Defeasance and Discharge 98 Section 1303. Covenant Defeasance 98 Section 1304. Conditions to Legal Defeasance or Covenant Defeasance 98 Section 1305. Deposited Money and U.S. Government Obligations to Be Held in Trust; Miscellaneous Provisions 99 Section 1306. Reinstatement 100 Section 1401. Unconditional Guarantee 100 Section 1402. Subsidiary Guarantee Evidenced by Indenture 102 Section 1403. Limitation on Guarantors’ Liability 103 Section 1404. Release of Guarantors from Guarantees 103 Section 1405. Guarantor Contribution 104 FORM OF NOTE A-1 FORM OF SUPPLEMENTAL INDENTURE B-1 FORM OF CERTIFICATE TO BE DELIVERED IN CONNECTION WITH TRANSFERS TO...
MERGER, CONVEYANCE, TRANSFER OR LEASE. Section 801. Issuer or Guarantor May Consolidate, Etc.,
MERGER, CONVEYANCE, TRANSFER OR LEASE. Covenant Not to Consolidate, Merge, Convey, Transfer or Lease Property Except under Certain Conditions.................................................. 72 Section 9.02 Rights and Duties of Successor Corporation....................................... 73 Section 9.03 Officers' Certificate and Opinion of Counsel Given to Stock Purchase Contract Agent................................................................... 73 ARTICLE X COVENANTS Section 10.01 Performance Under Stock Purchase Contracts....................................... 73 Section 10.02 Maintenance of Office or Agency.................................................. 74 Section 10.03 Company to Reserve Common Stock.................................................. 74 Section 10.04 Covenants as to Common Stock..................................................... 74 Section 10.05 Statements of Officers of the Company as to Default.............................. 74 Section 10.06 ERISA............................................................................ 75
MERGER, CONVEYANCE, TRANSFER OR LEASE. Company May Consolidate, etc., Only on Certain Terms 41 Section 8.2 Successor Substituted 41 ARTICLE 9SUPPLEMENTAL INDENTURES
