Common use of Subsidiary Guarantors May Consolidate, etc., on Certain Terms Clause in Contracts

Subsidiary Guarantors May Consolidate, etc., on Certain Terms. No Subsidiary Guarantor may sell, convey, assign, transfer, lease or otherwise dispose of, in one or more related transactions, all or substantially all of its properties or assets to, or consolidate with or merge with or into (regardless of whether such Subsidiary Guarantor is the surviving Person), another Person (other than the Company or another Notes Guarantor), unless: (a) immediately after giving effect to such transaction or series of related transactions, no Default or Event of Default exists; and (b) either: (i) such Subsidiary Guarantor is the surviving Person of such consolidation or merger; or (ii) the Person acquiring the properties or assets in any such sale or other disposition or the Person formed by or surviving any such consolidation or merger (if other than such Subsidiary Guarantor) unconditionally assumes all the obligations of such Subsidiary Guarantor under this Indenture with respect to its Subsidiary Guarantee pursuant to a supplemental indenture satisfactory to the Trustee; or (iii) such transaction or series of transactions results in the release and discharge of the Subsidiary Guarantee of such Subsidiary Guarantor, pursuant to the provisions of Section 14.4 hereof.

Subsidiary Guarantors May Consolidate, etc., on Certain Terms. No A Subsidiary Guarantor may sell, convey, assign, transfer, lease not sell or otherwise dispose of, in one or more related transactions, of all or substantially all of its properties or assets to, or consolidate with or merge with or into (regardless of whether such Subsidiary Guarantor is the surviving Person)) another Person, another Person (other than the Company or another Notes Subsidiary Guarantor), unless: (a1) immediately after giving effect to such transaction or series of related transactionstransaction, no Default or Event of Default exists; and (b2) either: (a) (i) such Subsidiary Guarantor is the surviving Person of such consolidation or merger; or (ii) the Person acquiring the properties or assets in any such sale or other disposition or the Person formed by or surviving any such consolidation or merger (if other than such Subsidiary Guarantor) unconditionally assumes all the obligations of such Subsidiary Guarantor under this Indenture with respect to (including its Subsidiary Guarantee Guarantee), on the terms set forth herein, pursuant to a supplemental indenture satisfactory to the Trustee; or (iiib) such transaction or series of transactions results in at the release and discharge of the Subsidiary Guarantee of such Subsidiary Guarantor, pursuant to date thereof does not violate the provisions of Section 14.4 hereof3.5.