Merger Sale Conveyance and Lease. Section 11.01. Company May Consolidate, Etc. on Certain Terms 49 Section 11.02. Successor Corporation to Be Substituted 50 Section 11.03. Officer’s Certificate and Opinion of Counsel to Be Given to Trustee 50 Section 12.01. Indenture and Notes Solely Corporate Obligations 51
Merger Sale Conveyance and Lease. Section 10.01. Issuer May Consolidate on Certain Terms 44 Section 10.02. Issuer Successor to Be Substituted 44 Section 10.03. Guarantor May Consolidate on Certain Terms 44 Section 10.04. Guarantor Successor to Be Substituted 45 Section 10.05. Assumption by Guarantor 45
Merger Sale Conveyance and Lease. Company May Consolidate on Certain Terms.......................61 Section 12.02. Successor to Be Substituted....................................61 Section 12.03. Opinion of Counsel to Be Given to Trustee......................62
Merger Sale Conveyance and Lease. Section 11.01.
Merger Sale Conveyance and Lease. Section 10.01. Company May Consolidate, etc., on Certain Terms...................... 44 Section 10.02.
Merger Sale Conveyance and Lease. The Company and the Guarantors May Consolidate, Etc. on Certain Terms 69 Section 11.02 Successor Corporation to Be Substituted 69 Section 11.03 Officer’s Certificate and Opinion of Counsel to Be Given to Trustee 70 Section 11.04 Changes of Control 70 IMMUNITY OF INCORPORATORS, SHAREHOLDERS, OFFICERS AND DIRECTORS Section 12.01 Indenture, Notes and Guarantee Solely Corporate Obligations 71 GUARANTEE OF NOTES Section 13.01 Guarantee 71 Section 13.02 Limitation of the Guarantors’ Liability; Certain Bankruptcy Events 74 Section 13.03 Execution And Delivery 74 EXCHANGE OF NOTES Section 14.01 Exchange 74 Section 14.02 Exchange Procedure; Settlement Upon Exchange 79 Section 14.03 Intentionally Omitted 83 Section 14.04 Adjustment of Exchange Rate 83 Section 14.05 Adjustments of Prices 96 Section 14.06 Shares to Be Fully Paid 96 Section 14.07 Effect of Recapitalizations, Reclassifications and Changes of the Ordinary Shares 97 Section 14.08 Certain Covenants 99 Section 14.09 Responsibility of Trustee 99 Section 14.10 Notice to Holders Prior to Certain Actions 100 Section 14.11 Shareholder Rights Plans 101 REPURCHASE OF NOTES Section 15.01 Intentionally Omitted 101 Section 15.02 Repurchase at Option of Holders Upon a Fundamental Change 101 Section 15.03 Withdrawal of Fundamental Change Repurchase Notice 104 Section 15.04 Deposit of Fundamental Change Repurchase Price 104 Section 15.05 Covenant to Comply with Applicable Laws Upon Repurchase of Notes 105 OPTIONAL REDEMPTION Section 16.01 Optional Redemption 105
Merger Sale Conveyance and Lease. Company May Consolidate, etc.,
Merger Sale Conveyance and Lease the Person named as the “Company” in the first paragraph of this Indenture (or any successor that shall thereafter have become such in the manner prescribed in this Article XI (Consolidation, Merger, Sale, Conveyance and Lease)) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person shall be released from its liabilities as obligor and maker of the Notes and from its obligations under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer, lease or disposition, such changes in phraseology and form (but not in substance) may be made in the Notes thereafter to be issued as may be appropriate.
Merger Sale Conveyance and Lease. Section 10.01 MAALP May Consolidate, Etc., Only on Certain Terms. MAALP shall not, in any transaction or series of related transactions, consolidate or merge with or into any Person or sell, lease, assign, transfer or otherwise convey all or substantially all its assets to any Person unless:
(1) either (A) in the case of a merger, MAALP shall be the continuing Person, or (B) (i) the successor Person (if other than MAALP) formed by or resulting from such consolidation or into which MAALP is merged, or to which such sale, lease, assignment, transfer or other conveyance of all or substantially all of the assets of MAALP is made, shall be an entity organized and existing under the laws of the United States of America, any state thereof or the District of Columbia and shall, by an indenture (or indentures, if at such time there is more than one Trustee) supplemental hereto, in form and substance reasonably satisfactory to the Trustee, executed by such successor Person and the other parties to this Indenture and delivered to the Trustee, expressly assume the due and punctual payment of the principal of, premium, if any, and interest, if any, on all of the Outstanding Notes and the due and punctual performance and observance of every other obligation in this Indenture and the Outstanding Notes on the part of MAALP to be performed or observed and (ii) in the case of any such consolidation, merger, sale, lease, assignment, transfer or other conveyance involving MAALP, unless MAA has become the successor Person and has assumed MAALP’s obligations under the Outstanding Notes and this Indenture as described above, MAA shall, in such supplemental indenture, expressly agree that its obligations under this Indenture shall remain in full force and effect notwithstanding such transaction; in addition, in the case of any such consolidation, merger, sale, lease, assignment, transfer or other conveyance involving MAALP, if at the time of such transaction CRLP is required, pursuant to this Indenture, to guarantee the Notes, CRLP shall also execute and deliver such supplemental indenture and, in such supplemental indenture, shall expressly agree that its obligations under its Subsidiary Guarantees of the Notes and all of its other obligations under this Indenture with respect to the Notes and its Subsidiary Guarantees, if any, endorsed on the certificates evidencing any Notes shall remain in full force and effect notwithstanding such transaction;
(2) immediately after giving ef...
Merger Sale Conveyance and Lease. Section 12.01. Issuer May Consolidate on Certain Terms 36 Section 12.02. Successor to Be Substituted 36 Section 12.03. Opinion of Counsel to Be Given to Trustees 36
