Common use of Mergers, Acquisition, Sales, etc Clause in Contracts

Mergers, Acquisition, Sales, etc. The initial Servicer shall not (i) consolidate with or merge into any other Person or (ii) convey or transfer all or substantially all of its assets to any other Person; provided, that the Servicer may (A) merge with another Person if (1)(x) the initial Servicer is the entity surviving such merger or (y) the Person with whom the Servicer is merged into or consolidated assumes in writing all duties and liabilities of the initial Servicer hereunder, (2) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender and (3) immediately after giving effect to such merger, no Event of Default, Unmatured Event of Default or Facility Amortization Event shall have occurred and be continuing and (B) convey or transfer all or substantially all of its assets to a Person if (1) such Person assumes in writing all duties and liabilities of the Servicer hereunder, (2) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender and (3) immediately after giving effect to such transfer, no Event of Default, Unmatured Event of Default or Facility Amortization Event shall have occurred and be continuing.

Mergers, Acquisition, Sales, etc. The initial Servicer shall not (i) consolidate with or merge into any other Person or (ii) convey or transfer all or substantially all of its assets to any other Person; provided, that the Servicer may (A) merge with another Person if (1)(x) the initial Servicer is the entity surviving such merger or (y) the Person with whom the Servicer is merged into or consolidated assumes in writing all duties and liabilities of the initial Servicer hereunder, (2) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender and (3) immediately after giving effect to such merger, no Event of DefaultTermination Event, Unmatured Termination Event of Default or Facility Amortization Servicer Termination Event shall have occurred and be continuing and (B) convey or transfer all or substantially all of its assets to a Person if (1) such Person assumes in writing all duties and liabilities of the Servicer hereunder, (2) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender and (3) immediately after giving effect to such transfer, no Event of DefaultTermination Event, Unmatured Termination Event of Default or Facility Amortization Servicer Termination Event shall have occurred and be continuing.

Mergers, Acquisition, Sales, etc. The initial Servicer shall not (i) consolidate or merge with or merge into any other Person or (ii) convey sell, lease or otherwise transfer all or substantially all of its assets to any other Person; provided, that the Servicer may (AI) merge with another Person if (1)(xA)(i) the initial Servicer is the entity surviving such merger or (yii) the Person with whom the Servicer is merged into or consolidated with is an Affiliate of the Servicer and the surviving entity assumes in writing all duties and liabilities of the initial Servicer hereunder, (2B) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender the Hedge Counterparty, and (3C) immediately after and giving effect to such merger, no Termination Event, Foreclosure Event, Servicer Termination Event of Default, or Unmatured Event of Default or Facility Amortization Termination Event shall have occurred and be continuing and (BII) convey sell, lease or otherwise transfer all or substantially all of its assets to a Person an Affiliate of the Servicer if (1A) such Person Affiliate assumes in writing all duties and liabilities of the Servicer hereunder, (2B) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender the Hedge Counterparty, and (3C) immediately after giving effect to such sale, lease or other transfer, no Termination Event, Foreclosure Event, Servicer Termination Event of Default, or Unmatured Event of Default or Facility Amortization Termination Event shall have occurred and be continuing.

Mergers, Acquisition, Sales, etc. The initial Servicer shall not (i) consolidate with or merge into any other Person or (ii) convey sell, lease or otherwise transfer all or substantially all of its assets to any other Person; provided, that the Servicer may (A) merge with another Person if (1)(x) the initial Servicer is the entity surviving such merger or (y) the Person with whom the Servicer is merged into or consolidated assumes in writing all duties and liabilities of the initial Servicer hereunder, (2) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender and (3) immediately after giving and give effect to such merger, no Event of DefaultTermination Event, Unmatured Termination Event of Default or Facility Amortization Servicer Termination Event shall have occurred and be continuing and (B) convey sell, lease or otherwise transfer all or substantially all of its assets to a Person if (1x) such Person assumes in writing all duties and liabilities of the Servicer hereunder, (2y) the initial Servicer shall have delivered prior written notice of such consolidation, merger, conveyance or transfer to the Administrative Agent and each Lender and (3z) immediately after giving effect to such sale, lease or other transfer, no Event of DefaultTermination Event, Unmatured Termination Event of Default or Facility Amortization Servicer Termination Event shall have occurred and be continuing.