Common use of No Corporate Changes Clause in Contracts

No Corporate Changes. (a) Merge or consolidate with any Person, PROVIDED, HOWEVER, that the Parent and its Subsidiaries may merge or consolidate with and into each other (so long as, if such merger or consolidation involves the Parent, the Parent is the surviving entity, and if such merger involves a Credit Party and a Subsidiary which is not a Credit Party, such Credit Party is the surviving entity), (b) alter or modify the Borrower's, any other Credit Parties', or any of their respective Subsidiaries' Articles or Certificate of Incorporation or other equivalent organizational document or form of organization in any manner adverse to the interests of the Agent or the Lenders or in any way which could reasonably be expected to have a Material Adverse Effect; PROVIDED that a Credit Party (other than the Borrower and the Parent) may dissolve its organization, formation, or incorporation, so long as any related disposition of such Credit Party's assets (whether through sale, transfer, dividend, or otherwise) is undertaken in accordance with the terms of this Agreement and the Borrower gives, or causes to be given, prior written notice to the Agent of such dissolution, (c) without providing thirty (30) days prior written notice to the Agent and without filing (or confirming that the Agent has filed) such amendments to any previously filed financing statements as the Agent may require, (i) change its state of incorporation or formation, (ii) change its registered corporate name, (iii) change the location of its chief executive office and principal place of business (as well as its books and records) from the locations set forth on Schedule 6.7 hereto, or (iv) change the location of its Collateral from the locations set forth for such Person on SCHEDULE 6.7 hereto, or (d) enter into or engage in any business, operation or activity materially different from that presently being conducted by such Person as of the Closing Date.

No Corporate Changes. (a) Merge or consolidate with any Person, PROVIDEDprovided, HOWEVERhowever, that the Parent subject to Section 7.15 and Section 9.11, Partners and its Subsidiaries may merge or consolidate with and into each other (so long as, if such merger or consolidation involves the ParentBorrower, the Parent Borrower is the surviving entity, if such merger or consolidation involves a Domestic Subsidiary and a Foreign Subsidiary, the Domestic Subsidiary is the surviving entity, if such merger or consolidation involves a Credit Party and a Subsidiary that is not a Credit Party, the Credit Party is the surviving entity, and if such merger or consolidation involves a Credit Party and a Subsidiary which is not a Full Recourse Credit Party, such a Full Recourse Credit Party is the surviving entity)) and the Credit Parties may engage in Permitted Acquisitions, (b) alter or modify the Borrower's, any other Credit Parties', Party’s or any of their respective Subsidiaries' its Subsidiary’s Articles or Certificate of Incorporation or other equivalent organizational document or form of organization in any manner adverse to the interests of the Agent or the Lenders or in any way which could reasonably be expected to have a Material Adverse Effect; PROVIDED that a Credit Party (other than the Borrower and the Parent) may dissolve its organization, formation, or incorporation, so long as any related disposition of such Credit Party's assets (whether through sale, transfer, dividend, or otherwise) is undertaken in accordance with the terms of this Agreement and the Borrower gives, or causes to be given, prior written notice to the Agent of such dissolution, (c) without providing thirty (30) days prior written notice to the Agent (or such shorter period as determined by the Agent) and without filing (or confirming that the Agent has filed) such amendments to any previously filed financing statements as may be necessary to maintain perfection of the security interest created under the Credit Documents as the Agent may require, (i) change its state of incorporation or formation, (ii) change its registered corporate corporate, limited liability company, or partnership name, (iii) change the location of its chief executive office and principal place of business (as well as its books and records) records from the locations set forth on Schedule 6.7 hereto6.7, or (iv) change the location of its Collateral from the locations set forth for such Person on SCHEDULE 6.7 heretoSchedule 6.7, or (d) enter into or engage in any business, operation or activity materially different from other than a Permitted Line of Business; provided, however, that presently being conducted by such Person as of notwithstanding the Closing Dateforegoing, any Credit Party may dissolve or liquidate any Subsidiary that is not a Credit Party and is not required to be one pursuant hereto.

No Corporate Changes. (a) Merge Other than to consummate a Permitted Acquisition so long as a Loan Party is the surviving entity, merge, amalgamate or consolidate with any Person, PROVIDEDexcept the following, HOWEVERwithout duplication, that the Parent and its Subsidiaries may merge or consolidate with and into each other shall be expressly permitted: (a) so long asas no Event of Default has occurred and is continuing or would result therefrom, the merger, amalgamation or consolidation of a Subsidiary of ▇▇▇▇▇▇▇ Cable with or into another Subsidiary (including a Subsidiary acquired in a Permitted Acquisition) of ▇▇▇▇▇▇▇ Cable; provided that if either Subsidiary is a Loan Party, the continuing or surviving Person shall be a Loan Party, if such merger either Loan Party is a US Loan Party, the continuing or surviving Person shall be a US Loan Party and if either Subsidiary is a Borrower, the continuing or surviving Person shall be a Borrower; (b) the merger, amalgamation or consolidation involves of a Subsidiary (including a Subsidiary acquired in a Permitted Acquisition) of ▇▇▇▇▇▇▇ Cable with or into ▇▇▇▇▇▇▇ Cable; provided that ▇▇▇▇▇▇▇ Cable shall be the Parent, the Parent is the continuing or surviving entity, and if such merger involves a Credit Party and a Subsidiary which is not a Credit Party, such Credit Party is the surviving entity), ; (bc) alter or modify the Borrower's, any other Credit Parties', Loan Party’s or any of their respective Subsidiaries' Articles its Subsidiary’s articles or Certificate certificate of Incorporation incorporation or other equivalent organizational document or form of organization in any a manner materially adverse to the interests of the Agent Agents or the Lenders or in any way which could would reasonably be expected to have cause a Material Adverse Effect; PROVIDED that a Credit Party Change; (other than the Borrower and the Parent) may dissolve its organization, formation, or incorporation, so long as any related disposition of such Credit Party's assets (whether through sale, transfer, dividend, or otherwise) is undertaken in accordance with the terms of this Agreement and the Borrower gives, or causes to be given, prior written notice to the Agent of such dissolution, (cd) without providing thirty (30) 10 days prior written notice to the US Agent and without filing (or confirming that the such shorter period approved by US Agent has filed) such amendments to any previously filed financing statements as the Agent may requirein its sole discretion), (i) change its state or other jurisdiction of incorporation or formation, (ii) change its registered corporate name, (iii) change the location of its chief executive office and principal place of business (as well as its books and records) from the locations set forth on Schedule 6.7 hereto4.7, or (iv) change the location of its Collateral from the locations set forth for such Person on SCHEDULE 6.7 hereto, or Schedule 4.7; or (de) enter into or engage in any business, operation or activity materially different from that presently being conducted by such Person as of the Closing DateLoan Parties.

No Corporate Changes. (a) Merge or consolidate with any Person, PROVIDEDprovided, HOWEVERhowever, that subject to Section 7.16, the Parent Borrower and its Restricted Subsidiaries may merge or consolidate with and into each other (so long as, if such merger or consolidation involves the ParentBorrower, the Parent Borrower is the surviving entity, if such merger or consolidation involves a Domestic Restricted Subsidiary and a Foreign Restricted Subsidiary, the Domestic Restricted Subsidiary is the surviving entity and if such merger or consolidation involves a Credit Party and a Restricted Subsidiary which that is not a Credit Party, such the Credit Party is the surviving entity)) and the Credit Parties may engage in Permitted Acquisitions, (b) alter or modify the Borrower's, any other Credit Parties', Party’s or any of their respective Subsidiaries' its Restricted Subsidiary’s Articles or Certificate of Incorporation or other equivalent organizational document or form of organization in any manner adverse to the interests of the Agent or the Lenders or in any way which could reasonably be expected to have a Material Adverse Effect; PROVIDED that a Credit Party (other than the Borrower and the Parent) may dissolve its organization, formation, or incorporation, so long as any related disposition of such Credit Party's assets (whether through sale, transfer, dividend, or otherwise) is undertaken in accordance with the terms of this Agreement and the Borrower gives, or causes to be given, prior written notice to the Agent of such dissolution, (c) without providing thirty (30) days prior written notice to the Agent (or such shorter period as determined by the Agent) and without filing (or confirming that the Agent has filed) such amendments to any previously filed financing statements as may be necessary to maintain perfection of the security interest created under the Credit Documents as the Agent may require, (i) change its state of incorporation or formation, (ii) change its registered corporate name, (iii) change the location of its chief executive office and principal place of business (as well as its books and records) records from the locations set forth on Schedule 6.7 hereto6.7, or (iv) change the location of its Collateral from the locations set forth for such Person on SCHEDULE 6.7 heretoSchedule 6.7, or (d) enter into or engage in any business, operation or activity materially different from that presently being conducted by such Person as of the Closing DateCredit Parties; provided, however, that notwithstanding the foregoing, the Borrower may dissolve or liquidate any Restricted Subsidiary that is not a Credit Party and is not required to be one pursuant hereto.

No Corporate Changes. (a) Merge or consolidate with any Person, PROVIDEDprovided, HOWEVERhowever, that subject to Section 7.16, the Parent Borrower and its Subsidiaries may merge or consolidate with and into each other (so long as, if such merger or consolidation involves the ParentBorrower, the Parent Borrower is the surviving entity, if such merger or consolidation involves a Domestic Subsidiary and a Foreign Subsidiary, the Domestic Subsidiary is the surviving entity and if such merger or consolidation involves a Credit Party and a Subsidiary which that is not a Credit Party, such the Credit Party is the surviving entity)) and the Credit Parties may engage in Permitted Acquisitions, (b) alter or modify the Borrower's, any other Credit Parties', Party's or any of their respective Subsidiaries' its Subsidiary's Articles or Certificate of Incorporation or other equivalent organizational document or form of organization in any manner adverse to the interests of the Agent or the Lenders or in any way which could reasonably be expected to have a Material Adverse Effect; PROVIDED that a Credit Party (other than the Borrower and the Parent) may dissolve its organization, formation, or incorporation, so long as any related disposition of such Credit Party's assets (whether through sale, transfer, dividend, or otherwise) is undertaken in accordance with the terms of this Agreement and the Borrower gives, or causes to be given, prior written notice to the Agent of such dissolution, (c) without providing thirty (30) days prior written notice to the Agent (or such shorter period as determined by the Agent) and without filing (or confirming that the Agent has filed) such amendments to any previously filed financing statements as may be necessary to maintain perfection of the security interest created under the Credit Documents as the Agent may require, (i) change its state of incorporation or formation, (ii) change its registered corporate name, (iii) change the location of its chief executive office and principal place of business (as well as its books and records) records from the locations set forth on Schedule 6.7 hereto6.7, or (iv) change the location of its Collateral from the locations set forth for such Person on SCHEDULE 6.7 heretoSchedule 6.7, or (d) enter into or engage in any business, operation or activity materially different from that presently being conducted by such Person as of the Closing DateCredit Parties; provided, however, that notwithstanding the foregoing, the Borrower may dissolve or liquidate any Subsidiary that is not a Credit Party and is not required to be one pursuant hereto.

No Corporate Changes. (a) Merge or consolidate with any Person, PROVIDEDprovided, HOWEVERhowever, that the Parent subject to Section 7.15, Partners and its Subsidiaries may merge or consolidate with and into each other (so long as, if such merger or consolidation involves the ParentBorrower, the Parent Borrower is the surviving entity, if such merger or consolidation involves a Domestic Subsidiary and a Foreign Subsidiary, the Domestic Subsidiary is the surviving entity, if such merger or consolidation involves a Credit Party and a Subsidiary that is not a Credit Party, the Credit Party is the surviving entity, and if such merger or consolidation involves a Credit Party and a Subsidiary which is not a Full Recourse Credit Party, such a Full Recourse Credit Party is the surviving entity)) and the Credit Parties may engage in Permitted Acquisitions, (b) alter or modify the Borrower's, any other Credit Parties', Party's or any of their respective Subsidiaries' its Subsidiary's Articles or Certificate of Incorporation or other equivalent organizational document or form of organization in any manner adverse to the interests of the Agent or the Lenders or in any way which could reasonably be expected to have a Material Adverse Effect; PROVIDED that a Credit Party (other than the Borrower and the Parent) may dissolve its organization, formation, or incorporation, so long as any related disposition of such Credit Party's assets (whether through sale, transfer, dividend, or otherwise) is undertaken in accordance with the terms of this Agreement and the Borrower gives, or causes to be given, prior written notice to the Agent of such dissolution, (c) without providing thirty (30) days prior written notice to the Agent (or such shorter period as determined by the Agent) and without filing (or confirming that the Agent has filed) such amendments to any previously filed financing statements as may be necessary to maintain perfection of the security interest created under the Credit Documents as the Agent may require, (i) change its state of incorporation or formation, (ii) change its registered corporate corporate, limited liability company, or partnership name, (iii) change the location of its chief executive office and principal place of business (as well as its books and records) records from the locations set forth on Schedule 6.7 hereto6.7, or (iv) change the location of its Collateral from the locations set forth for such Person on SCHEDULE 6.7 heretoSchedule 6.7, or (d) enter into or engage in any business, operation or activity materially different from other than a Permitted Line of Business; provided, however, that presently being conducted by such Person as of notwithstanding the Closing Dateforegoing, any Credit Party may dissolve or liquidate any Subsidiary that is not a Credit Party and is not required to be one pursuant hereto.