Mergers, Sales of Assets, Etc. (a) In the case of any Borrower, consolidate or merge with or into any other corporation or convey, transfer or lease its properties and assets substantially as an entirety to any person, unless:
Mergers, Sales of Assets, Etc. (i) Merge with or into or consolidate with or into, any Person, or (ii) sell, transfer, convey, lease or otherwise dispose of all or any substantial part of its assets, or permit its Subsidiaries to do so; except for the following, and then only after receipt of all necessary corporate and governmental or regulatory approvals and provided that, before and after giving effect to any such merger, consolidation, sale, transfer, conveyance, lease or other disposition, no Event of Default or Unmatured Default shall have occurred and be continuing:
Mergers, Sales of Assets, Etc. Liquidate, dissolve, or enter into any consolidation, merger, partnership, joint venture or any other combination which results in the sale, lease, assignment or other disposition of any assets or sell, lease, assign, transfer or otherwise dispose of any assets, whether now owned or hereafter acquired, in a single transaction or in a series of transactions or enter into any sale and leaseback transactions, other than
Mergers, Sales of Assets, Etc. The Borrower will not, and will ----------------------------- not permit any Subsidiary to, 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, or all or substantially all of the stock of any of its Subsidiaries (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, except that, if at the time thereof and immediately after giving effect thereto no Default shall have occurred and be continuing (i) any Subsidiary may merge into the Borrower in a transaction in which the Borrower is the surviving corporation, (ii) any Subsidiary may merge into any Subsidiary in a transaction in which the surviving entity is a Subsidiary, provided that if any such -------- transaction shall be between a Subsidiary Guarantor and a Subsidiary not a Subsidiary Guarantor, and such Subsidiary Guarantor is not the continuing or surviving corporation, then the continuing or surviving corporation shall have assumed all of the obligations of such Subsidiary Guarantor hereunder and under the other Loan Documents pursuant to documentation satisfactory to the Administrative Agent in form and substance, (iii) any Subsidiary may sell, transfer, lease or otherwise dispose of its assets to the Borrower or to another Subsidiary, provided that if any such transaction shall be between a Subsidiary Guarantor and a Subsidiary not a Subsidiary Guarantor, and if such Subsidiary Guarantor is not the continuing or surviving corporation, then the continuing or surviving corporation shall have assumed all of the obligations of such Subsidiary Guarantor hereunder and under the other Loan Documents pursuant to documentation satisfactory to the Administrative Agent in form and substance and (iv) any Subsidiary may liquidate or dissolve if the Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Borrower and is not materially disadvantageous to the Lenders; provided that any -------- such merger that would otherwise be permitted by this Section 6.03 involving a Person that is not a wholly owned Subsidiary immediately prior to such merger shall not be permitted unless also permitted by Section 6.04.
Mergers, Sales of Assets, Etc. (i) Merge or consolidate with or into any Person, or permit any Restricted Subsidiary to merge or consolidate with or into any Person, unless (A) in the case of the Parent, the Parent is the surviving entity in such merger or consolidation, (B) in the case of a Borrower other than the Parent, a Borrower or the Parent is the surviving entity in such merger or consolidation, (C) in the case of a Loan Party other than a Borrower, a Loan Party is the surviving entity in such merger or consolidation, and (D) in the case of a Restricted Subsidiary other than a Loan Party, either a Loan Party or a Restricted Subsidiary is the surviving entity in such merger or consolidation or the surviving entity contemporaneously therewith becomes a Restricted Subsidiary; or
Mergers, Sales of Assets, Etc. The Borrower will not, and will not permit any Restricted Subsidiary to, 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, or all or substantially all of the stock of any of its Restricted Subsidiaries (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, except that, if at the time thereof and immediately after giving effect thereto no Default or Event of Default shall have occurred and be continuing:
Mergers, Sales of Assets, Etc. No Loan Party will, nor will it permit any of its Restricted Subsidiaries to, 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, or all or substantially all of the stock of any of its Restricted Subsidiaries (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, except that, if at the time thereof and immediately after giving effect thereto no Default shall exist:
Mergers, Sales of Assets, Etc. (a) Merge or consolidate with or into any Person, or permit any Restricted Subsidiary to merge or consolidate with or into any Person, unless (i) in the case of a merger or consolidation involving the Parent, the Parent is the surviving entity in such merger or consolidation, (ii) in the case of a merger or consolidation involving a Borrower other than the Parent, a Borrower or the Parent is the surviving entity in such merger or consolidation, (iii) in the case of a merger or consolidation involving a Loan Party other than a Borrower, a Loan Party is the surviving entity in such merger or consolidation, and (iv) in the case of a merger or consolidation involving a Restricted Subsidiary other than a Loan Party, either a Loan Party or a Restricted Subsidiary is the surviving entity in such merger or consolidation or the surviving entity contemporaneously therewith becomes a Restricted Subsidiary; provided that the requirements of this clause (iv) shall not apply to any merger or consolidation of a Restricted Subsidiary (other than a Loan Party) with or into any Person that is not a Subsidiary where neither a Loan Party nor a Restricted Subsidiary is the surviving entity if (x) the fair market value of all consideration paid or payable to the Parent and its Restricted Subsidiaries (whether paid or payable in money, stock or some other form, including, without limitation, by promissory note or some other installment obligation) on account of all such mergers and consolidations does not exceed $750,000,000 in any fiscal year of the Parent, and (y) no Event of Default shall have occurred and be continuing at the time of such merger or consolidation before and after giving effect thereto; provided that any applicable requirements of this clause (a) shall not apply to any merger or consolidation involving a Loan Party (other than the Parent) with or into any Person that is not a Loan Party, where such Loan Party is not the surviving Person if, after giving effect to (1) such merger or consolidation, (2) any new Guaranty or Borrower Counterpart provided by such surviving Person and (3) any other action taken by the Parent and its Subsidiaries on or prior to the date of such merger or consolidation in connection therewith, the Parent has demonstrated Pro Forma Compliance; or
Mergers, Sales of Assets, Etc. (a) Borrower shall not merge with or ----------------------------- into, or consolidate with or into, or sell, convey, transfer, lease or otherwise dispose of (whether in one transaction or in a series of transactions) all or any portion of any Individual Property (together with the Improvements thereon) to, any Person, except:
Mergers, Sales of Assets, Etc. (i) Merge or consolidate with or into any Person, or permit any Restricted Subsidiary to merge or consolidate with or into any Person, unless (A) in the case of the Parent, the Parent is the surviving entity in such merger or consolidation, (B) in the case of EOIC, either EOIC or the Parent is the surviving entity in such merger or consolidation, and (C) in the case of a Restricted Subsidiary other than EOIC, either the Parent or another Restricted Subsidiary is the surviving entity in such merger or consolidation; or
