Mergers; Consolidation. Panhandle Eastern will not merge into or consolidate with any Person or permit any Person to merge into it, or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution), or permit any of its Subsidiaries to do so, except that:
Mergers; Consolidation. Company will not merge or consolidate with any Person, dissolve, wind up its affairs, or sell, assign, lease, or otherwise dispose of (whether in one transaction or in a series of transactions), all or substantially all of its assets (whether now owned or hereafter acquired) to any Person.
Mergers; Consolidation. Borrower will not merge or consolidate with any Person, dissolve, wind up its affairs, or sell, assign, lease, or otherwise dispose of (whether in one transaction or in a series of transactions), all or substantially all of its assets (whether now owned or hereafter acquired) to any Person.
Mergers; Consolidation. The Borrower will not dissolve, reorganize or undergo any change in its corporate structure without the prior written consent of the Bank.
Mergers; Consolidation. The Company will not and will not permit any Subsidiary to merge or consolidate with any Person, dissolve, wind up its affairs, or sell, assign, lease, or otherwise dispose of (whether in one transaction or in a series of transactions), all or substantially all of its assets (whether now owned or hereafter acquired) to any Person without the consent of the Bank which shall not be unreasonably withheld.
Mergers; Consolidation. The Company will not merge or consolidate with any Person or sell, assign, lease, or otherwise dispose of (whether in one transaction or in a series of transactions), all or substantially all of its assets (whether now owned or hereafter acquired) to any Person; PROVIDED, that this Section shall not prohibit any merger or consolidation so long as (a) such merger or consolidation does not (i) materially and adversely affect the financial condition of the Company and (ii) materially and adversely affect the Collateral of the Lender (as defined in the Security Instruments) and (b) the surviving entity of such merger or consolidation acknowledges that it is bound by the terms of this Agreement and the Security Instruments in writing and takes such action as is required by the Lender to maintain its security interest in the Collateral (as defined in the Security Instruments).
Mergers; Consolidation. The Company will not merge into or consolidate with any other Person or permit any other Person to merge into or consolidate with it, or sell all or substantially all of its assets. except that the Company may merge into or consolidate with any other Person or permit any other Person to merge into or consolidate with it; PROVIDED, HOWEVER, that (i) the Company shall be the corporation which survives such merger or results from such consolidation; (ii) immediately after the consummation of the transaction, and after giving effect thereto, the Company would be permitted by the provisions of this Article VIII to incur additional Indebtedness: and (iii) before and immediately after the consummation of the transaction, and after giving effect thereto, no Event of Default, or event which with notice or lapse of time or both would become an Event of Default, exists or would exist.
Mergers; Consolidation. The Company will not merge into or consolidate with any other Person or permit any other Person to merge into or consolidate with it, or sell all or substantially all of its assets; EXCEPT that the Company may permit any other Person to merge into or consolidate with it if (i) the Company shall be the corporation which survives such merger or results from such consolidation, (ii) immediately after the consummation of the transaction, and after giving effect thereto, the Company would be permitted by the provisions of this ARTICLE VIII to incur additional Indebtedness, and (iii) before and immediately after the consummation of the transaction, and after giving effect thereto, no Event of Default, or event which with notice or lapse of time or both would become an Event of Default, exists or would exist.
Mergers; Consolidation. Except as permitted under Section ----------------------- 7.06(f), the Borrower will not, and will not permit any Subsidiary to, merge or consolidate with or into any other Person, or convey, transfer or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired); provided that (a) subject to the limitations of Section 7.06(f), the Borrower --- may merge or consolidate with or into, or acquire all or substantially all of the assets or capital stock of any other Person, so long as the Borrower is the survivor thereof, and (b) any Subsidiary may merge or consolidate with or into, or acquire all or substantially all of the assets or capital stock of, (i) any other Subsidiary, so long as, if either such Subsidiary is a Guarantor, a Guarantor is the survivor thereof, and (ii) subject to the limitations of Section 7.06(f), any other Person (other than the Borrower), so long as a Subsidiary is the survivor thereof, and (c) any Subsidiary may merge into or transfer all or substantially all of its assets to the Borrower, so long as the Borrower is the survivor thereof, if prior to and after giving effect thereto, in the case of clauses (a), (b) and (c) no Default or Event of Default has occurred or would exist (expressly including, without limitation, under Section 7.06(f)). SECTION VII.6.
Mergers; Consolidation. Borrower shall not merge or consolidate with any Person, dissolve, wind up its affairs, or sell, assign, lease, or otherwise dispose of (whether in one transaction or in a series of transactions), all or substantially all of its assets (whether now owned or hereafter acquired) to any Person, except where either (y) Borrower is the survivor of such transaction or (z) such Person becomes a Borrower hereunder as of the date of such transaction and such further assurances with respect to any such transaction reasonably satisfactory to the Lender are delivered on or before the effective date of such transaction.
