Common use of Mergers, Consolidations and Acquisitions Clause in Contracts

Mergers, Consolidations and Acquisitions. (a) Merge, dissolve, liquidate, consolidate with or into another Person or make an Asset Sale 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 or in favor of any Person, or acquire all or substantially all of the assets or more than fifty percent (50%) (or other interest that would require consolidation of the acquired Person with the Borrower under GAAP) of the Equity Interests of any other Person, except that, so long as no Default or Event of Default exists or would result therefrom (x) a Restricted Subsidiary may merge into the Borrower or a Restricted Subsidiary (provided that in the case of any merger (A) involving the Borrower, the Borrower shall be the surviving corporation, (B) involving a Wholly Owned Subsidiary (other than a merger covered by the foregoing clause (A)), a Wholly Owned Subsidiary shall be the surviving corporation and (C) involving a Loan Party (other than a merger covered by the foregoing clause (A)), a Loan Party shall be the surviving corporation) and (y) a Restricted Subsidiary may (i) make a Disposition of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the Borrower or a Loan Party and (ii) dissolve if all of its remaining assets are transferred to the Borrower or a Loan Party.

Mergers, Consolidations and Acquisitions. (a) Merge, dissolve, liquidate, consolidate with or into another Person or make an Asset Sale 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 or in favor of any Person, or acquire all or substantially all of the assets or more than fifty percent (50%) (or other interest that would require consolidation of the acquired Person with the Borrower under GAAP) of the Equity Interests of any other Person, except that, so long as no Default or Event of Default exists or would result therefrom (x) a Restricted Subsidiary may merge into the Borrower or a Restricted Subsidiary (provided that in the case of any merger (A) involving the Borrower, the Borrower shall be the surviving corporation, (B) involving a Wholly Owned Subsidiary (other than a merger covered by the foregoing clause (A)), a Wholly Owned Subsidiary shall be the surviving corporation and (C) involving a Loan Party (other than a merger covered by the foregoing clause (A)), a Loan Party shall be the surviving corporation) and ), (y) a Restricted Subsidiary may (i) make a Disposition of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the Borrower or a Loan Party and (ii) dissolve if all of its remaining assets are transferred to the Borrower or a Loan PartyParty and (z) substantially concurrently with (but prior to) the Amendment No. 3 Effective Date, Intermediate Holdings may merge with and into the Borrower, with the Borrower as the surviving Person.

Mergers, Consolidations and Acquisitions. (a) Merge, dissolve, liquidate, consolidate with or into another Person or make an Asset Sale 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 or in favor of any Person, or acquire all or substantially all of the assets or more than fifty percent (50%) (or other interest that would require consolidation of the acquired Person with the Borrower Borrowers under GAAP) of the Equity Interests of any other Person, except thatthat the Initial Borrower may merge with and into the Company pursuant to the Merger Agreement and, so long as no Default or Event of Default exists or would result therefrom (x) a Restricted Subsidiary may merge into the Lead Borrower or a Restricted Subsidiary (provided that in the case of any merger (A) involving the Lead Borrower, the Lead Borrower shall be the surviving corporation, (B) involving a Wholly Owned Subsidiary WCA Systems (other than a merger covered by the foregoing clause (A)), WCA Systems shall be the surviving corporation, (C) involving a Wholly Owned Subsidiary (other than a merger covered by either of the foregoing clauses (A) or (B)), a Wholly Owned Subsidiary shall be the surviving corporation and (CD) involving a Loan Party (other than a merger covered by either of the foregoing clause clauses (A) or (B)), a the Loan Party shall be the surviving corporation) and ), (y) a Restricted Subsidiary may (i) make a Disposition of all or substantially all of its assets (upon voluntary liquidation or otherwise) to the a Borrower or a Loan Party and (ii) dissolve if all of its remaining assets are transferred to the a Borrower or a Loan PartyParty and (z) subject to compliance with the conditions set forth in Section 5.19, an NC/SC Entity may, within 180 days following the Closing Date, merge with and into a Restricted Subsidiary provided that the Restricted Subsidiary shall be the surviving corporation of such merger.