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

Subsidiary Guarantors May Consolidate, Etc., Only on Certain Terms. No Subsidiary Guarantor shall consolidate with or merge with or into (whether or not such Subsidiary Guarantor is the surviving Person) another corporation or other Person, whether or not affiliated with such Subsidiary Guarantor unless: (i) subject to Section 10.08, the Person formed by or surviving any such consolidation or merger (if other than such Subsidiary Guarantor) assumes all the obligations of such Subsidiary Guarantor under the Subsidiary Guarantee and this Indenture pursuant to a supplemental indenture; (ii) immediately after giving effect to such transaction, no Default or Event of Default exists; and (iii) the Issuers shall have delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that such consolidation, merger or transfer and such supplemental indenture comply with this Indenture and that all conditions precedent herein provided that relate to such transaction have been complied with.

Subsidiary Guarantors May Consolidate, Etc., Only on Certain Terms. No Subsidiary Guarantor shall consolidate with or merge with or into (whether or not such Subsidiary Guarantor is the surviving Person) another corporation or other Person, whether or not affiliated with such Subsidiary Guarantor unless: (i) subject to Section 10.08, the Person formed by or surviving any such consolidation consolida-tion or merger (if other than such Subsidiary Guarantor) assumes all the obligations of such Subsidiary Guarantor under the Subsidiary Guarantee and this Indenture pursuant to a supplemental indenture; (ii) immediately after giving effect to such transaction, no Default or Event of Default De-fault exists; and (iii) the Issuers shall have delivered to the Trustee an Officer’s Certificate and an Opinion of Counsel, each stating that such consolidation, merger or transfer and such supplemental supple-mental indenture comply with this Indenture and that all conditions precedent herein provided that relate to such transaction have been complied with.