Common use of CONSOLIDATION, MERGER, SALE OR CONVEYANCE Clause in Contracts

CONSOLIDATION, MERGER, SALE OR CONVEYANCE. SECTION 11.01. Company May Consolidate, etc., on Certain Terms. The Company covenants that it will not merge into or consolidate with any other corporation or sell or convey all or substantially all of its assets to any person, firm or corporation, unless (1) either the Company shall be the continuing corporation, or the successor corporation (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a state thereof or the District of Columbia and such corporation shall expressly assume the due and punctual payment of the principal of (and premium, if any, on) and any interest on all the Securities, according to their tenor, and the due and punctual performance and observance of all of the covenants and conditions of this Indenture to be performed by the Company by supplemental indenture satisfactory to the Trustee, executed and delivered to the Trustee by such corporation, and (2) the Company or such successor corporation, as the case may be, shall not, immediately after such merger or consolidation, or such sale or conveyance, be in default in the performance of any such covenant or condition.

Appears in 9 contracts

Samples: Indenture (Citizens & Northern Corp), Indenture (Citizens & Northern Corp), Indenture (Biomimetic Therapeutics, Inc.)

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CONSOLIDATION, MERGER, SALE OR CONVEYANCE. SECTION 11.01. Company May Consolidate, etc., on Certain Terms. The Company covenants that it will not merge into or consolidate with any other corporation or sell or convey all or substantially all of its assets to any person, firm or corporation, unless (1) either the Company shall be the continuing corporation, or the successor corporation (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a state thereof or the District of Columbia and such corporation shall expressly assume the due and punctual payment of the principal of (and premium, if any, on) and any interest on all the Securities, according to their tenor, and the due and punctual performance and observance of all of the covenants and conditions of this Indenture to be performed by the Company by supplemental indenture satisfactory to the Trusteeindenture, executed and delivered to the Trustee by such corporation, and (2) the Company or such successor corporation, as the case may be, shall not, immediately after such merger or consolidation, or such sale or conveyance, be in default in the performance of any such covenant or condition.

Appears in 7 contracts

Samples: Indenture (TriState Capital Holdings, Inc.), Indenture (Simmons First National Corp), Indenture (WSFS Financial Corp)

CONSOLIDATION, MERGER, SALE OR CONVEYANCE. SECTION 11.01. 9.1 Company May Consolidate, etc., on Certain Terms. The Company covenants that it will not merge into or consolidate with any other corporation or sell or convey all or substantially all of its assets to any person, firm or corporationPerson, unless (1i) either the Company shall be the continuing corporation, or the successor corporation or the Person which acquires by sale or conveyance substantially all the assets of the Company (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a state any State thereof or the District of Columbia and such corporation shall expressly assume the due and punctual payment of the principal of (and premium, if any, on) and any interest on all the Securities, according to their tenor, and the due and punctual performance and observance of all of the covenants and conditions of this Indenture to be performed or observed by the Company Company, by supplemental indenture satisfactory to the Trustee, executed and delivered to the Trustee by such corporation, and (2ii) the Company or such successor corporation, as the case may be, shall not, immediately after such merger or consolidation, or such sale or conveyance, be in default in the performance of any such covenant or condition.

Appears in 4 contracts

Samples: Satisfaction And (Enhance Financial Services Group Inc), Satisfaction And (Enhance Financial Services Group Inc), Cna Financial Corp

CONSOLIDATION, MERGER, SALE OR CONVEYANCE. SECTION 11.01. Company May Consolidate, etc., on Certain Terms10.01. The Company covenants that it will not merge into or consolidate with any other corporation or sell or convey all or substantially all of its assets to any person, firm or corporationPerson, unless (1i) either the Company shall be the continuing corporation, or the successor corporation (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a state any State thereof or the District of Columbia and such corporation shall expressly assume the due and punctual payment of the principal of (and premium, if any, on) and any interest on all the Securities, according to their tenor, and the due and punctual performance and observance of all of the covenants and conditions of this Indenture to be performed or observed by the Company Company, by supplemental indenture satisfactory to the Trustee, executed and delivered to the Trustee by such corporation, and (2ii) the Company or such successor corporation, as the case may be, shall not, immediately after such merger or consolidation, or such sale or conveyance, be in default in the performance of any such covenant or condition.

Appears in 2 contracts

Samples: Indenture (JPM Capital Trust Iv), Indenture (JPM Capital Trust Ii)

CONSOLIDATION, MERGER, SALE OR CONVEYANCE. SECTION 11.01. Company May Consolidate, etc., on Certain Terms. The Company covenants that it will not merge into or consolidate with any other corporation or sell or convey all or substantially all of its assets to any person, firm or corporation, unless (1a) either the Company shall be the continuing corporation, or the successor corporation (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a state thereof or the District of Columbia and such corporation shall expressly assume the due and punctual payment of the principal of (and premium, if any, on) and any interest on all the Securities, according to their tenor, and the due and punctual performance and observance of all of the covenants and conditions of this Indenture to be performed by the Company by supplemental indenture in form satisfactory to the Trustee, executed and delivered to the Trustee by such corporation, and (2b) the Company or such successor corporation, as the case may be, shall not, immediately after such merger or consolidation, or such sale or conveyance, be in default in the performance of any such covenant or condition.

Appears in 2 contracts

Samples: Trustmark Corp, Trustmark Corp

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CONSOLIDATION, MERGER, SALE OR CONVEYANCE. SECTION 11.01. 9.1 Company May Consolidate, etc., on Certain Terms. The Company covenants that it will not merge into may consolidate with, or consolidate with any other corporation sell, convey or sell or convey lease all or substantially all of its assets to to, or merge with or into, any person, firm or other corporation, unless provided that in any such case, (1i) either the Company shall be the continuing corporation, or the successor corporation (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a state State thereof or the District of Columbia and such successor corporation shall expressly assume the due and punctual payment of the principal of (and premium, if any, on) and any interest on all the Securities, according to their tenor, and the due and punctual performance and observance of all of the covenants and conditions of this Indenture to be performed or observed by the Company by supplemental indenture satisfactory to the Trustee, executed and delivered to the Trustee by such corporation, and (2ii) the Company or such successor corporation, as the case may be, shall not, immediately after such merger or consolidation, or such sale sale, conveyance or conveyancelease, be in default in the performance or observance of any such covenant or condition.

Appears in 1 contract

Samples: Whirlpool Corp /De/

CONSOLIDATION, MERGER, SALE OR CONVEYANCE. SECTION 11.01. Section 11.01 Company May Consolidate, etc., on Certain Terms. The Company covenants that it will not merge into or consolidate with any other corporation or sell or convey all or substantially all of its assets to any person, firm or corporation, unless (1a) either the Company shall be the continuing corporation, or the successor corporation (if other than the Company) shall be a corporation organized and existing under the laws of the United States of America or a state thereof or the District of Columbia and such corporation shall expressly assume the due and punctual payment of the principal of (and premium, if any, on) and any interest on all the Securities, according to their tenor, and the due and punctual performance and observance of all of the covenants and conditions of this Indenture to be performed by the Company by supplemental indenture in form satisfactory to the Trustee, executed and delivered to the Trustee by such corporation, and (2b) the Company or such successor corporation, as the case may be, shall not, immediately after such merger or consolidation, or such sale or conveyance, be in default in the performance of any such covenant or condition.

Appears in 1 contract

Samples: Indenture (Amalgamated Financial Corp.)

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