Merger; Sales. The Borrower shall not enter into any transaction of merger or consolidation, or liquidate or dissolve itself (or suffer any liquidation or dissolution), or acquire or be acquired by any Person, or convey, sell, loan or otherwise dispose of all or substantially all of its property or business, except as provided for in this Agreement.
Merger; Sales. The Trust Depositor shall not enter into any transaction of merger or consolidation, or liquidate or dissolve itself (or suffer any liquidation or dissolution) or acquire or be acquired by any Person, or convey, sell, lease or otherwise dispose of all or substantially all of its property or business, except as provided for in this Agreement.
Merger; Sales. The Seller shall not enter into any transaction of merger or consolidation, or liquidate or dissolve itself (or suffer any liquidation or dissolution), or acquire or, subject to Section 10.15 be acquired by any Person, or convey, sell, lease or otherwise dispose of all or substantially all of its property or business, except as provided for in this Agreement.
Merger; Sales. Other than in connection with the SPAC Transaction, such Borrower shall not enter into any transaction of merger or consolidation, or, to the fullest extent permitted by law, liquidate or dissolve itself (or suffer any liquidation or dissolution), or acquire or be acquired by any Person, or convey, sell, loan or otherwise dispose of all or substantially all of its property or business, except as provided for in this Agreement.
Merger; Sales. The Issuer shall not enter into any transaction of merger or consolidation, or liquidate or dissolve itself (or suffer any liquidation or dissolution) or acquire or be acquired by any Person, or convey, sell, lease or otherwise dispose of all or substantially all of its property or business, except as provided for in this Agreement.
Merger; Sales. The Transferor shall not enter into any transaction of merger or consolidation, or liquidate or dissolve itself (or suffer any liquidation or dissolution), or acquire or be acquired by any Person, or convey, sell, lease or otherwise dispose of all or substantially all of its property or business, except as provided for in this Agreement.
Merger; Sales. The Trustee on behalf of the Trust will not enter into any transaction providing for the merger, consolidation, termination, liquidation or dissolution of the Trust or the acquisition of the Trust by any Person, or otherwise change the form or organization of the Trust's business, or convey, sell, lease or otherwise dispose of any of the Trust's Property or business, except (i) for transactions contemplated by the Lease Agreement, (ii) Liens permitted by Section 8.12 hereof or (iii) in connection with the appointment of a co-trustee, separate trustee or successor trustee pursuant to Section 10.2 hereof.
Merger; Sales. The Financing Originator shall not enter into any transaction of merger or consolidation, or liquidate or dissolve itself (or suffer any liquidation or dissolution), or acquire or be acquired by any Person, or convey, sell, lease or otherwise dispose of all or substantially all of its property or business, except as provided for in Section 9.14.
Merger; Sales. The Originator will not consolidate with or merge into any other Person or convey or transfer its properties and assets substantially as an entirety to any Person, unless the Originator is the surviving entity and unless:
(i) the Originator has delivered to the Deal Agent and the Backup Servicer an Officer’s Certificate and an Opinion of Counsel each stating that any consolidation, merger, conveyance or transfer and such supplemental agreement comply with this Section 5.2(e) and that all conditions precedent herein provided for relating to such transaction have been complied with and, in the case of the Opinion of Counsel, that such supplemental agreement is legal, valid and binding with respect to the Originator and such other matters as the Deal Agent may reasonably request;
(ii) the Originator shall have delivered notice of such consolidation, merger, conveyance or transfer to the Deal Agent;
(iii) after giving effect thereto, no Event of Default, Servicer Default, Unmatured Event of Default or Unmatured Servicer Default shall have occurred; and
(iv) the Deal Agent shall have consented in writing to such consolidation, merger, conveyance or transfer.
Merger; Sales. The Company, Holdings and their Subsidiaries will not consolidate with or merge into any other corporation unless (x) the surviving corporation assumes all obligations of its predecessor under the Loan Documents in a manner satisfactory to the Majority Noteholders and (y) no Event of Default or Potential Default is continuing before or just after such merger or consolidation. The Company, Holdings and their Subsidiaries will not sell, lease, or otherwise dispose of all or any part of their assets to any other person except for (x) sales in the ordinary course of business and (y) other sales if total assets so sold in any rolling twelve-month period do not account for more than 10% of the consolidated operating income of Holdings for the fiscal year most recently ended before the commencement of such rolling period and (z) other sales the proceeds from which are used to prepay Senior Indebtedness or Obligations or to purchase other operating assets used in the Business if such other assets are so acquired within 12 months of such sales. The Agent agrees to execute and deliver to the Company, Holdings and their Subsidiaries all necessary releases to the end that the Company, Holdings and their Subsidiaries may sell such assets free from the Agent's security interest and lien.
