Common use of Merger, Consolidation or Sale of Assets Clause in Contracts

Merger, Consolidation or Sale of Assets. (a) The Borrower may not consolidate with or merge with or into, or sell, assign, convey, transfer, lease or otherwise dispose of all or substantially all of the properties, rights and assets of the Borrower and its Restricted Subsidiaries, taken as a whole, to any Person, in a single transaction or in a series of related transactions, unless:

Appears in 8 contracts

Samples: Credit Agreement (Micron Technology Inc), Term Loan Credit Agreement (Micron Technology Inc), Term Loan Credit Agreement (Micron Technology Inc)

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Merger, Consolidation or Sale of Assets. (a) The Borrower may shall not directly or indirectly: (i) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation) or (ii) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 7 contracts

Samples: Credit and Guaranty Agreement (Spirit Airlines, Inc.), Credit and Guaranty Agreement (Spirit Airlines, Inc.), Credit and Guaranty Agreement (Jetblue Airways Corp)

Merger, Consolidation or Sale of Assets. (a) The Neither Holdings or any Borrower may not shall: (1) consolidate with or merge with or intointo another Person; or (2) directly or indirectly, or sell, assign, transfer, convey, transfer, lease or otherwise dispose of (including by virtue of a merger, consolidation, amalgamation, liquidation or otherwise), all or substantially all of the properties, rights and assets of the Borrower Holdings and its Restricted Subsidiaries, Subsidiaries taken as a whole, in one or more related transactions, to any another Person, in a single transaction or in a series of related transactionseach case, unless:

Appears in 4 contracts

Samples: Credit Agreement (Icon PLC), Credit Agreement (Icon PLC), Credit Agreement (Icon PLC)

Merger, Consolidation or Sale of Assets. (a) The Borrower may shall not consolidate with or merge with or intointo (whether or not the Borrower is the surviving corporation), or sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Material Subsidiaries taken as a whole, to any Personin one or more related transactions to, in a single transaction or in a series of related transactions, another Person unless:

Appears in 3 contracts

Samples: Credit Agreement (Xm Satellite Radio Holdings Inc), Credit Agreement (Xm Satellite Radio Holdings Inc), Credit Agreement (Sirius Xm Radio Inc.)

Merger, Consolidation or Sale of Assets. (aA) (i) The Borrower may not shall not, directly or indirectly: (1) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 3 contracts

Samples: Credit Agreement (Calpine Corp), Credit Agreement (Calpine Corp), Credit Agreement (Calpine Corp)

Merger, Consolidation or Sale of Assets. The Borrower will not, directly or indirectly: (a) The Borrower may not consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (b) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person; unless, subject to Section 9.22:

Appears in 3 contracts

Samples: Credit Agreement (NRG Energy, Inc.), Credit Agreement (NRG Energy, Inc.), Credit Agreement (NRG Energy, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not will not, directly or indirectly: (1) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person unless:

Appears in 2 contracts

Samples: Term Loan Agreement (Lbi Media Inc), Term Loan Agreement (Lbi Media Holdings Inc)

Merger, Consolidation or Sale of Assets. The Borrower will not, directly or indirectly: (a) The Borrower may not consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (b) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person; unless:

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement, Credit Agreement (NRG Energy, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not shall not, directly or indirectly, consolidate with or merge with or intointo another Person (whether or not the Borrower is the surviving corporation), or and the Borrower will not sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person (including by way of consolidation or merger), unless:

Appears in 2 contracts

Samples: Bridge Loan Agreement (NTK Holdings, Inc.), Bridge Loan Agreement (NTK Holdings, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not shall not, directly or indirectly, (1) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 2 contracts

Samples: Credit Agreement (Calpine Corp), Credit Agreement (Calpine Corp)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not will not: (i) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (ii) directly or indirectly sell, assign, conveylease, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (T-Mobile US, Inc.), Guarantee and Collateral Agreement (T-Mobile US, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not shall not, directly or indirectly: (i) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (2) sell, assign, convey, transfer, lease lease, convey or otherwise dispose of all or substantially all of the properties, rights its properties and assets of the Borrower and its Restricted Subsidiaries, taken as a whole, to any Personassets, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 2 contracts

Samples: Intercreditor Agreement (W&t Offshore Inc), Term Loan Credit Agreement (W&t Offshore Inc)

Merger, Consolidation or Sale of Assets. (a) a. The Borrower may shall not directly or indirectly: (i) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation) or (ii) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Spirit Airlines, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not shall not, directly or indirectly: (i) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation) or (ii) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights properties and assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person or Persons, unless:

Appears in 1 contract

Samples: Credit Agreement (Gencorp Inc)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not consolidate with not, directly or indirectly: (1) consolidate, amalgamate or merge with or into, into another Person (whether or not the Borrower is the surviving Person); or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, unless:to another Person, unless (subject, in the case of (1) of this part (a), to Clause 14.24(e) (Insolvency):

Appears in 1 contract

Samples: Facility Agreement (Global Ship Lease, Inc.)

Merger, Consolidation or Sale of Assets. (a`) The Borrower may not shall not, directly or indirectly, (1) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless: ( ) either:

Appears in 1 contract

Samples: Credit Agreement (Calpine Corp)

Merger, Consolidation or Sale of Assets. (aA) (i)(i) The Borrower may not shall not, directly or indirectly: (1) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 1 contract

Samples: Credit Agreement (Calpine Corp)

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Merger, Consolidation or Sale of Assets. (a) The Borrower may not Neither of the Borrowers may, directly or indirectly: (1) consolidate with or merge with or into, into another Person (whether or not such Borrower is the survivor); or (2) sell, assign, convey, transfer, lease lease, convey or otherwise dispose of all or substantially all of the properties, rights and its properties or assets of the Borrower and its Restricted Subsidiaries, taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 1 contract

Samples: Term Loan and Guaranty Agreement (Par Pacific Holdings, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not will not, directly or indirectly: (1) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person; unless, subject to Section 9.22:

Appears in 1 contract

Samples: Credit Agreement (NRG Energy, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may shall not directly or indirectly: (i) consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation) or (ii) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Jetblue Airways Corp)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not will not, directly or indirectly: %3. consolidate with or merge with or into, into another Person (whether or not the Borrower is the surviving corporation); or (b) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person; unless, subject to Section 9.22:

Appears in 1 contract

Samples: Fourth Amendment (NRG Energy, Inc.)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not shall not, directly or indirectly, consolidate with or merge with or into, or sell, assign, convey, transfer, lease or otherwise dispose of all or substantially all of the properties, rights and assets of the Borrower and its Restricted Subsidiaries, taken as a whole, to any into another Person, in a single transaction or in a series of related transactions, unless:.

Appears in 1 contract

Samples: Credit Agreement (Station Casinos Inc)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not not, in a single transaction or a series of related transactions, consolidate with or merge with or into, or sell, assign, convey, transfer, lease lease, convey or otherwise dispose of all or substantially all of the propertiesits assets to, rights and assets another Person or adopt a plan of the Borrower and its Restricted Subsidiaries, taken as a whole, to any Person, in a single transaction or in a series of related transactions, liquidation unless:

Appears in 1 contract

Samples: Senior Bridge Loan Agreement (Activant Solutions Inc /De/)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not will not, directly or indirectly: (1) consolidate with or merge with or intointo another Person (whether or not the Borrower is the surviving corporation), or (2) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 1 contract

Samples: Loan Agreement (Sunpower Corp)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not will not, directly or indirectly: (i) consolidate with or merge with or into, into another Person; or (ii) sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and its properties or assets of (determined on a consolidated basis for the Borrower and its Restricted Subsidiaries, taken as a whole, ) in one or more related transactions to any another Person, in a single transaction or in a series of related transactions, unless:

Appears in 1 contract

Samples: Credit Agreement (Forest Oil Corp)

Merger, Consolidation or Sale of Assets. (a) The Borrower may not not, directly or indirectly, consolidate with or merge with or intointo another Person (whether or not the Borrower is the surviving corporation), or sell, assign, convey, transfer, lease convey or otherwise dispose of all or substantially all of the properties, rights and properties or assets of the Borrower and its Restricted Subsidiaries, Subsidiaries taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person; unless:

Appears in 1 contract

Samples: Term Loan Agreement (Haights Cross Communications Inc)

Merger, Consolidation or Sale of Assets. (a) The Borrower may shall not consolidate with or merge with or intointo (whether or not the Borrower is the surviving corporation), or sell, assign, transfer, convey, transfer, lease or otherwise dispose of all or substantially all of the properties, rights and its properties or assets of the Borrower and its Restricted Subsidiaries, taken as a whole, to any Person, in a single transaction one or in a series of more related transactions, to another Person, unless:

Appears in 1 contract

Samples: Security Agreement (Tesoro Corp /New/)

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