Common use of MERGER; DISSOLUTION Clause in Contracts

MERGER; DISSOLUTION. (a) The Borrower and THI will not, and will not permit any Subsidiary to, merge into or amalgamate or consolidate with any other Person, or permit any other Person to merge into or amalgamate or consolidate with it, or except to the extent not restricted by Section 6.4 or 6.5, sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Securities of any Subsidiary (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, unless (i) the resulting, successor or acquiring corporation or the Person which otherwise acquires all of the Borrower’s, THI’s or such Subsidiary’s consolidated business or property shall assume, by a writing satisfactory in form and substance to the Lenders, all of the obligations of the Borrower, THI or such Subsidiary under this Agreement and the other Loan Documents, including all covenants herein and therein contained, in which case such resulting, successor or acquiring corporation (or other Person) shall succeed to and be substituted for the Borrower, THI or such Subsidiary; and (ii) immediately after giving effect to such transaction and treating any Indebtedness which becomes an obligation of the Borrower, THI or such Subsidiary as a result of such transaction as having been incurred by the Borrower, THI or such Subsidiary at the time of such transaction, no Default shall have occurred and be continuing; provided that any Subsidiary may liquidate or dissolve if the board of directors of THI determines in good faith that such liquidation or dissolution is in the best interests of the Credit Parties and the Lenders determine that such liquidation or dissolution is not disadvantageous to the Lenders. (b) The Borrower and THI will not, and will not permit any of their Subsidiaries to, engage to any material extent in any material business other than businesses of the type conducted by THI or its Subsidiaries on the date of execution of this Agreement and businesses reasonably related thereto.

MERGER; DISSOLUTION. (a) The Each Borrower and THI will not, and will not permit any Subsidiary to, merge into or amalgamate or consolidate with any other Person, or permit any other Person to merge into or amalgamate or consolidate with it, or except to the extent not restricted by Section 6.4 or 6.5, sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Securities of any Subsidiary (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, unless (i) the resulting, successor or acquiring corporation or the Person which otherwise acquires all of the such Borrower’s, THI’s or such Subsidiary’s consolidated business or property shall assume, by a writing satisfactory in form and substance to the LendersU.S. Administrative Agent, all of the obligations of the Borrower, THI such Borrower or such Subsidiary under this Agreement and the other Loan Documents, including all covenants herein and therein contained, in which case such resulting, successor or acquiring corporation (or other Person) shall succeed to and be substituted for the Borrower, THI such Borrower or such Subsidiary; and (ii) immediately after giving effect to such transaction and treating any Indebtedness which becomes an obligation of the Borrower, THI such Borrower or such Subsidiary as a result of such transaction as having been incurred by the Borrower, THI such Borrower or such Subsidiary at the time of such transaction, no Default shall have occurred and be continuing; provided that any Subsidiary may liquidate or dissolve if the board of directors of THI the Parent Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Credit Parties and the Lenders determine U.S. Administrative Agent determines that such liquidation or dissolution is not disadvantageous to the Lenders. Where an Immaterial Subsidiary or Subsidiary is transferring assets and/or liabilities to a Subsidiary, Immaterial Subsidiary, Material Subsidiary, Credit Party or Guarantor as part of a corporate simplification and/or restructure transaction pursuant to which no assets leave the Parent Borrower or any of its Subsidiaries, no consent or determination by the U.S. Administrative Agent shall be required for each such individual transaction pursuant to the immediately preceding sentence. The Borrowers agree to fully comply with Section 5.10 contemporaneously with any such corporate simplification and/or restructure transaction. (b) The Each Borrower and THI will not, and will not permit any of their Subsidiaries Subsidiary to, engage to any material extent in any material business other than businesses of the type conducted by THI the Parent Borrower or its Subsidiaries on the date of execution of this Agreement Restatement Effective Date and businesses reasonably related thereto.

MERGER; DISSOLUTION. (a) The Each Borrower and THI will not, and will not permit any Subsidiary to, merge into or amalgamate or consolidate with any other Person, or permit any other Person to merge into or amalgamate or consolidate with it, or except to the extent not restricted by Section 6.4 or 6.5, sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all of its assets, or all or substantially all of the Equity Securities of any Subsidiary (in each case, whether now owned or hereafter acquired), or liquidate or dissolve, unless (i) the resulting, successor or acquiring corporation or the Person which otherwise acquires all of the such Borrower’s, THI’s or such Subsidiary’s consolidated business or property shall assume, by a writing satisfactory in form and substance to the LendersU.S. Administrative Agent, all of the obligations of the Borrower, THI such Borrower or such Subsidiary under this Agreement and the other Loan Documents, including all covenants herein and therein contained, in which case such resulting, successor or acquiring corporation (or other Person) shall succeed to and be substituted for the Borrower, THI such Borrower or such Subsidiary; and (ii) immediately after giving effect to such transaction and treating any Indebtedness which becomes an obligation of the Borrower, THI such Borrower or such Subsidiary as a result of such transaction as having been incurred by the Borrower, THI such Borrower or such Subsidiary at the time of such transaction, no Default shall have occurred and be continuing; provided that any Subsidiary may liquidate or dissolve if the board of directors of THI the U.S. Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Credit Parties and the Lenders determine U.S. Administrative Agent determines that such liquidation or dissolution is not disadvantageous to the Lenders. (b) The Each Borrower and THI will not, and will not permit any of their Subsidiaries Subsidiary to, engage to any material extent in any material business other than businesses of the type conducted by THI the U.S. Borrower or its Subsidiaries on the date of execution of this Agreement and businesses reasonably related thereto.