Common use of Sell or Convey Property Except Under Certain Conditions Clause in Contracts

Sell or Convey Property Except Under Certain Conditions. The Issuer covenants that it will not merge with or into or consolidate with any Person or sell, convey, transfer, lease or otherwise dispose of all or substantially all of its assets to any Person and the Issuer shall not permit any Person to consolidate with or merge into the Issuer or sell, convey, transfer, lease or otherwise dispose of all or substantially all of its assets to the Issuer, unless (i) either the Issuer (in the case of a merger) shall be the continuing corporation, or the successor entity or the Person which acquires by sale, conveyance, transfer, lease or disposition all or substantially all of the assets of the Issuer (if other than the Issuer) shall be a corporation, limited liability company or partnership organized under the laws of the United States of America or any State thereof or the District of Columbia, and shall expressly assume, by supplemental indenture, in form satisfactory to the Trustee, executed and delivered to the Trustee by such entity pursuant to Article Eight hereof, all of the payment obligations of the Issuer pursuant to this Indenture and the Securities of all series and Coupons, if any, appertaining thereto and the due and punctual performance of every covenant of this Indenture on the part of the Issuer to be performed or observed; and (ii) immediately after giving effect to such merger, consolidation, sale, conveyance, transfer, lease or disposition and treating any Debt which becomes an obligation of the Issuer as a result of such transaction as having been incurred by the Issuer at the time of such transaction, no Default or Event of Default shall have occurred and be continuing.

Sell or Convey Property Except Under Certain Conditions. The Issuer covenants that it will not merge with or into or consolidate with any Person or sell, convey, transfer, lease or otherwise dispose of all or substantially all of its assets to any Person and the Issuer shall not permit any Person to consolidate with or merge into the Issuer or sell, convey, transfer, lease or otherwise dispose of all or substantially all of its assets to the Issuer, unless (i) either the Issuer (in the case of a merger) shall be the continuing corporation, or the successor entity or the Person which acquires by sale, conveyance, transfer, lease or disposition all or substantially all of the assets of the Issuer (if other than the Issuer) shall be a corporation, limited liability company or partnership organized under the laws of the United States of America or any State thereof or the District of Columbia, and shall expressly assume, by supplemental indenture, in form satisfactory to the Trustee, executed and delivered to the Trustee by such entity corporation pursuant to Article Eight hereof, all of the payment obligations of the Issuer pursuant to this Indenture and the Securities of all series and Coupons, if any, appertaining thereto and the due and punctual performance of every covenant of this Indenture on the part of the Issuer to be performed or observed; and (ii) immediately after giving effect to such merger, consolidation, sale, conveyance, transfer, lease or disposition and treating any Debt which becomes an obligation of the Issuer as a result of such transaction as having been incurred by the Issuer at the time of such transaction, no Default or Event of Default shall have occurred and be continuing.