Common use of Mergers, Consolidations and Sales of Assets Clause in Contracts

Mergers, Consolidations and Sales of Assets. Merge into or consolidate with any other person, or permit any other person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) or purchase, lease or otherwise acquire (in one transaction or a series of transactions) all or substantially all of the assets of any other person, except that if at the time thereof and immediately after giving effect thereto no Event of Default or Default shall have occurred and be continuing, (a) the Borrower or a Subsidiary may merge with another corporation in a transaction in which the surviving entity is the Borrower or such Subsidiary, respectively, and, in the case of a Subsidiary, the surviving entity is a wholly owned Subsidiary, (b) any Subsidiary may merge into the Borrower or another Subsidiary; or (c) the Borrower or a Subsidiary may purchase, lease or otherwise acquire any assets of any other person.

Appears in 9 contracts

Samples: Senior Unsecured Term Loan Agreement (Scripps Networks Interactive, Inc.), First Amendment (Scripps Networks Interactive, Inc.), Year Competitive Advance And (Scripps Networks Interactive, Inc.)

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Mergers, Consolidations and Sales of Assets. Merge into or consolidate with any other person, or permit any other person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) or purchase, lease or otherwise acquire (in one transaction or a series of transactions) all or substantially all of the assets of any other person, except that if at the time thereof and immediately after giving effect thereto no Event of Default or Default shall have occurred and be continuing, (a) the Borrower or a Subsidiary may merge with another corporation in a transaction in which the surviving entity is the Borrower or such Subsidiary, respectively, and, in the case of a Subsidiary, the surviving entity is a wholly owned Subsidiary, (b) any Subsidiary may merge into the Borrower or another Subsidiary; or and (c) the Borrower or a Subsidiary may purchase, lease or otherwise acquire any assets of any other person.

Appears in 2 contracts

Samples: Scripps E W Co /De, Scripps E W Co /De

Mergers, Consolidations and Sales of Assets. Merge In the case of the Company and any other Borrower, merge with or into or consolidate with any other personPerson, or permit any other person Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of related transactions) all or substantially all of its assets (whether now owned assets, or hereafter acquired) liquidate or purchase, lease dissolve or otherwise acquire (reorganize in one transaction or a series of transactions) all or substantially all of the assets of any other personjurisdiction that is not an Approved Jurisdiction, except that that, if at the time thereof and immediately after giving effect thereto no Event of Default or Default shall have occurred and be continuing, (ai) the Borrower any Subsidiary or a Subsidiary other Person may merge into or consolidate with another corporation the Company in a transaction in which the Company is the surviving corporation, (ii) any Subsidiary that is a Borrower may merge into or consolidate with any other Person in a transaction in which the surviving entity is the Borrower or such a Wholly-Owned Consolidated Subsidiary, respectively, and, in the case of a Subsidiary, ; provided that the surviving entity is corporation shall be a wholly owned SubsidiaryBorrower organized under the laws of an Approved Jurisdiction, and (biii) any Subsidiary may merge into the Borrower or another Subsidiary; or (c) the Borrower or a Subsidiary may purchasesell, transfer, lease or otherwise acquire any dispose of its assets of to any other personPerson.

Appears in 2 contracts

Samples: Credit Agreement (Cummins Inc), Credit Agreement (Cummins Inc)

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Mergers, Consolidations and Sales of Assets. Merge into or consolidate with any other person, or permit any other person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) or purchase, lease or otherwise acquire (in one transaction or a series of transactions) all or substantially all of the assets of any other person, except that if at the time thereof and immediately after giving effect thereto no Event of Default or Default shall have occurred and be continuing, (a) the a)the Borrower or a Subsidiary may merge with another corporation in a transaction in which the surviving entity is the Borrower or such Subsidiary, respectively, and, in the case of a Subsidiary, the surviving entity is a wholly owned Subsidiary, (b) any b)any Subsidiary may merge into the Borrower or another Subsidiary; or (c) the c)the Borrower or a Subsidiary may purchase, lease or otherwise acquire any assets of any other person.

Appears in 1 contract

Samples: Scripps E W Co /De

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