Common use of Merger/Sale of Assets Clause in Contracts

Merger/Sale of Assets. The Borrower will not, nor will it permit any of its Subsidiaries to, enter into any merger (other than mergers in which such entity is the survivor and mergers of Subsidiaries (but not the Borrower) as part of transactions that are Permitted Acquisitions provided that following such merger the target entity becomes a Wholly-Owned Subsidiary of Borrower), consolidation, reorganization or liquidation or transfer or otherwise dispose of all or a Substantial Portion of their Properties, except for (a) such transactions that occur between Wholly-Owned Subsidiaries or between Borrower and a Wholly-Owned Subsidiary, (b) mergers solely to change the jurisdiction of organization of a Subsidiary Guarantor, and (c) as otherwise approved in advance by the Required Lenders.

Appears in 4 contracts

Samples: Credit Agreement (Developers Diversified Realty Corp), Credit Agreement (Developers Diversified Realty Corp), Credit Agreement (Developers Diversified Realty Corp)

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Merger/Sale of Assets. (a) The Borrower will not, nor will it permit any of its Subsidiaries to, enter into any merger (other than mergers in which the Borrower or such entity Subsidiary is the survivor and mergers of Subsidiaries (but not the Borrower) as part of transactions that are Permitted Acquisitions provided that following such merger the target entity becomes a Wholly-Owned Subsidiary of Borrower), consolidation, reorganization or liquidation or transfer or otherwise dispose of all or a Substantial Portion of their Properties, except for (ai) such transactions that occur between Wholly-Owned Subsidiaries or between Borrower and a Wholly-Owned Subsidiary, (bii) mergers solely to change the jurisdiction of organization of a Subsidiary GuarantorSubsidiary, and (ciii) as otherwise approved in advance by the Required Lenders.

Appears in 1 contract

Samples: Credit Agreement (Developers Diversified Realty Corp)

Merger/Sale of Assets. The Borrower will not, nor will it permit any of its Subsidiaries to, enter into any merger (other than the Merger and mergers in which such entity is the survivor and mergers of Subsidiaries (but not the Borrower) as part of transactions that are Permitted Acquisitions provided that following such merger the target entity becomes a Wholly-Owned Subsidiary of Borrower), consolidation, reorganization or liquidation or transfer or otherwise dispose of all or a Substantial Portion of their Properties, except for (a) such transactions that occur between Wholly-Owned Subsidiaries or between Borrower and a Wholly-Owned Subsidiary, (b) mergers solely to change the jurisdiction of organization of a Subsidiary GuarantorSubsidiary, and (c) as otherwise approved in advance by the Required Lenders.

Appears in 1 contract

Samples: Credit Agreement (Developers Diversified Realty Corp)

Merger/Sale of Assets. The Borrower will not, nor will it permit any of its Subsidiaries to, enter into any merger (other than mergers in which such entity is the survivor and mergers of Subsidiaries (but not the Borrower) as part of transactions that are Permitted Acquisitions provided that following such merger the target entity becomes a Wholly-Owned Subsidiary of Borrower), consolidation, reorganization or liquidation or transfer or otherwise dispose of all or a Substantial Portion of their Properties, except for (a) such transactions that occur between Wholly-Owned Subsidiaries or between Borrower and a Wholly-Owned Subsidiary, (b) mergers solely to change the jurisdiction of organization of a Subsidiary GuarantorSubsidiary, and (c) as otherwise approved in advance by the Required Lenders.

Appears in 1 contract

Samples: Credit Agreement (Developers Diversified Realty Corp)

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Merger/Sale of Assets. The Borrower will not, nor will it permit any of its Subsidiaries to, enter into any merger (other than mergers in which such entity is the survivor and mergers of Subsidiaries (but not the Borrower) as part of transactions that are Permitted Acquisitions provided that following such merger the target entity becomes a Wholly-Owned Subsidiary of Borrower), consolidation, reorganization or liquidation or transfer or otherwise dispose of all or a Substantial Portion of their Properties, except for (a) the Merger, (b) such transactions that occur between Wholly-Owned Subsidiaries or between Borrower and a Wholly-Owned Subsidiary, (bc) mergers solely to change the jurisdiction of organization of a Subsidiary Guarantor, and (cd) as otherwise approved in advance by the Required Lenders.

Appears in 1 contract

Samples: Credit Agreement (Developers Diversified Realty Corp)

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