Common use of Mergers and Fundamental Changes Clause in Contracts

Mergers and Fundamental Changes. A Loan Party will not, nor will it permit any of its Subsidiaries to, (a) enter into any transaction of merger or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that: (i) a Person (including a Subsidiary of the Parent but not the Borrower or the Parent) may be merged or consolidated with or into the Parent or the Borrower so long as (A) in the case of a transaction to which the Borrower is a party, the Borrower shall be the continuing or surviving entity, (B) in the case of a transaction to which the Parent is a party, the Parent shall be the continuing or surviving entity, (C)no Default or Event of Default shall exist or be caused thereby, and (D) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (ii) a Subsidiary of the Parent (other than the Borrower) may merge with or into another Subsidiary of the Parent or any other Person, provided that if one of such Subsidiaries is a Guarantor, the surviving entity must be a Guarantor, and (iii) any Subsidiary of the Parent (other than the Borrower) may liquidate, wind up or dissolve if the Parent determines in good faith that such liquidation or dissolution is in the best interests of the Parent and is not materially disadvantageous to the Lenders; and (iv) any Investments and Dispositions otherwise permitted by this Agreement shall be permitted.

Mergers and Fundamental Changes. A Loan Party will not, nor will it permit any of its Subsidiaries to, (a) enter into any transaction of or merger or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that: (i) a Person (including a Subsidiary of the Parent but not the Borrower or the Parent) may be merged or consolidated with or into the Parent or the Borrower so long as (A) in the case of a transaction to which the Borrower is a party, the Borrower shall be the continuing or surviving entity, (B) in the case of a transaction to which the Parent is a party, the Parent shall be the continuing or surviving entity, (C)no Default or Event of Default shall exist or be caused thereby, and (D) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (ii) a Subsidiary of the Parent (other than the Borrower) may merge with or into another Subsidiary of the Parent or any other Person, provided that if one of such Subsidiaries is a Guarantor, the surviving entity must be a Guarantor, and (iii) any Subsidiary of the Parent (other than the Borrower) may liquidate, wind up or dissolve if the Parent determines in good faith that such liquidation or dissolution is in the best interests of the Parent and is not materially disadvantageous to the Lenders; and (iv) any Investments and Dispositions otherwise permitted by this Agreement shall be permitted.

Mergers and Fundamental Changes. A Loan Party will not, nor and will it not permit any of its Subsidiaries to, (a) enter into any transaction of merger or consolidation or (ba) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that: that (i) a Person (including a Subsidiary of the Parent but not the Borrower or the Parent) may be merged or consolidated with or into the Parent or the Borrower so long as (A) in the case of a transaction to which the Borrower is a party, the Borrower shall be the continuing or surviving entity, (BA) in the case of a transaction to which the Parent is a party, the Parent shall be the continuing or surviving entity, (C)no A) no Default or Event of Default shall exist or be caused thereby, and (DA) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (iii) a Subsidiary of the Parent (other than the Borrower) may merge with or into another Subsidiary of the Parent or any other Person, provided that if one of such Subsidiaries is a Guarantor, the surviving entity must be a Guarantor, and (iiii) any Subsidiary of the Parent (other than the Borrower) may liquidate, wind up or dissolve if the Parent determines in good faith that such liquidation or dissolution is in the best interests of the Parent and is not materially disadvantageous to the Lenders; and (iv) any Investments and Dispositions otherwise permitted by this Agreement shall be permitted.. [[5256212]]

Mergers and Fundamental Changes. A Loan Party will not, nor and will it not permit any of its Subsidiaries to, (a) enter into any transaction of merger or consolidation or (b) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that: that (i) a Person (including a Subsidiary of the Parent but not the Borrower or the Parent) may be merged or consolidated with or into the Parent or the Borrower so long as (A) in the case of a transaction to which the Borrower is a party, the Borrower shall be the continuing or surviving entity, (B) in the case of a transaction to which the Parent is a party, the Parent shall be the continuing or surviving entity, (C)no C) no Default or Event of Default shall exist or be caused thereby, and (D) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (ii) a Subsidiary of the Parent (other than the Borrower) may merge with or into another Subsidiary of the Parent or any other Person, provided that if one of such Subsidiaries is a Guarantor, the surviving entity must be a Guarantor, and (iii) any Subsidiary of the Parent (other than the Borrower) may liquidate, wind up or dissolve if the Parent determines in good faith that such liquidation or dissolution is in the best interests of the Parent and is not materially disadvantageous to the Lenders; and (iv) any Investments and Dispositions otherwise permitted by this Agreement shall be permitted.,

Mergers and Fundamental Changes. A Loan Party will not, nor and will it not permit any of its Subsidiaries to, (a) enter into any transaction of merger or consolidation or (ba) consolidate, liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution); provided that: that (i) a Person (including a Subsidiary of the Parent but not the Borrower or the Parent) may be merged or consolidated with or into the Parent or the Borrower so long as (A) in the case of a transaction to which the Borrower is a party, the Borrower shall be the continuing or surviving entity, (BA) in the case of a transaction to which the Parent is a party, the Parent shall be the continuing or surviving entity, (C)no A) no Default or Event of Default shall exist or be caused thereby, and (DA) the Borrower remains liable for its obligations under this Agreement and all the rights and remedies hereunder remain in full force and effect, (iii) a Subsidiary of the Parent (other than the Borrower) may merge with or into another Subsidiary of the Parent or any other Person, provided that if one of such Subsidiaries is a Guarantor, the surviving entity must be a Guarantor, and (iiii) any Subsidiary of the Parent (other than the Borrower) may liquidate, wind up or dissolve if the Parent determines in good faith that such liquidation or dissolution is in the best interests of the Parent and is not materially disadvantageous to the Lenders; and (iv) any Investments and Dispositions otherwise permitted by this Agreement shall be permitted.