When Company May Merge Sample Clauses

When Company May Merge. The provisions of Section 5.1 of the Original Indenture shall be hereby amended with respect to the Notes by deleting the following words in the first paragraph thereof: “and may not permit any Person to merge into, or convey, transfer or lease its properties and assets substantially as an entirety to, the Company,”.
Sample 1
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When Company May Merge. Etc. --------------------------- The Company shall not consolidate with, or merge with or into any other Person (whether or not the Company shall be the surviving corporation), or sell, assign, transfer or lease all or substantially all of its properties and assets as an entirety or substantially as an entirety to any Person or group of affiliated Persons, in one transaction or a series of related transactions, unless:
Sample 1
When Company May Merge. Etc 14 Section 5.02 Successor Corporation Substituted 14 ARTICLE VI DEFAULTS AND REMEDIES 14 Section 6.01 Events of Default 14 Section 6.02 Acceleration of Maturity; Rescission and Annulment 15 Section 6.03 Collection of Indebtedness and Suits for Enforcement by Trustee 16 Section 6.04 Trustee May File Proofs of Claim 16 Section 6.05 Trustee May Enforce Claims Without Possession of Securities 17 Section 6.06 Application of Money Collected 17 Section 6.07 Limitation on Suits 17 Section 6.08 Unconditional Right of Holders to Receive Principal and Interest 18 Section 6.09 Restoration of Rights and Remedies 18 Section 6.10 Rights and Remedies Cumulative 18 Section 6.11 Delay or Omission Not Waiver 18 Section 6.12 Control by Holders 18 Section 6.13 Waiver of Past Defaults 18 Section 6.14 Undertaking for Costs 19 ARTICLE VII TRUSTEE 19 Section 7.01 Duties of Trustee 19 Section 7.02 Rights of Trustee 20 Section 7.03 Individual Rights of Trustee 21 Section 7.04 Trustee’s Disclaimer 21 Section 7.05 Notice of Defaults 22 Section 7.06 Reports by Trustee to Holders 22 Section 7.07 Compensation and Indemnity 22 Section 7.08 Replacement of Trustee 22 Section 7.09 Successor Trustee by Xxxxxx, etc 23 Section 7.10 Eligibility; Disqualification 23 Section 7.11 Preferential Collection of Claims Against Company 23 ARTICLE VIII SATISFACTION AND DISCHARGE; DEFEASANCE 23
Sample 1
When Company May Merge. ETC. The Company shall not consolidate with or merge into, or transfer all or substantially all of its assets to, any other person unless (i) such other person is a corporation organized or existing under the laws of the United States or a State thereof, (ii) such person expressly assumes by supplemental indenture all the obligations of the Company under the Bonds, this Indenture and the Security Agreement, (iii) such person has a Consolidated Net Worth immediately after such transaction at least equal to the Consolidated Net Worth of the Company immediately prior to such transaction, and (iv) immediately after such transaction no Default or Event of Default exists. Thereafter all such obligations of the predecessor corporation shall terminate. Upon any such consolidation, merger or transfer, the Trustee shall receive an Officers' Certificate certifying that the Company has complied with this Section 6.01.
Sample 1

Related to When Company May Merge

  • When Company May Merge, Etc The Company shall not consolidate with or merge with or into, or convey, transfer or lease all or substantially all of its properties and assets to, any person (a “successor person”) unless:

  • When the Company May Merge, Etc Article 6 of the Indenture places limited restrictions on the Company’s ability to be a party to a Business Combination Event.

  • When Company May Merge or Transfer Assets The Company shall not consolidate with or merge with or into any other person or convey, transfer or lease its properties and assets substantially as an entirety to any person, unless:

  • Company May Consolidate, Etc Nothing contained in this Indenture shall prevent any consolidation or merger of the Company with or into any other Person (whether or not affiliated with the Company) or successive consolidations or mergers in which the Company or its successor or successors shall be a party or parties, or shall prevent any sale, conveyance, transfer or other disposition of the property of the Company or its successor or successors as an entirety, or substantially as an entirety, to any other Person (whether or not affiliated with the Company or its successor or successors); provided, however, the Company hereby covenants and agrees that, upon any such consolidation or merger (in each case, if the Company is not the survivor of such transaction) or any such sale, conveyance, transfer or other disposition (other than a sale, conveyance, transfer or other disposition to a Subsidiary of the Company), the due and punctual payment of the principal of (premium, if any) and interest on all of the Securities of all series in accordance with the terms of each series, according to their tenor, and the due and punctual performance and observance of all the covenants and conditions of this Indenture with respect to each series or established with respect to such series pursuant to Section 2.01 to be kept or performed by the Company shall be expressly assumed, by supplemental indenture (which shall conform to the provisions of the Trust Indenture Act, as then in effect) reasonably satisfactory in form to the Trustee executed and delivered to the Trustee by the entity formed by such consolidation, or into which the Company shall have been merged, or by the entity which shall have acquired such property.

  • Company May Consolidate, Etc., Only on Certain Terms The Company shall not consolidate with or merge into any other Person or convey, transfer or lease its properties and assets substantially as an entirety to any Person, and no Person shall consolidate with or merge into the Company or convey, transfer or lease its properties and assets substantially as an entirety to the Company, unless:

  • Company May Consolidate, Etc. on Certain Terms Subject to the provisions of Section 11.02, the Company shall not consolidate with, merge with or into, or sell, convey, transfer or lease all or substantially all of its properties and assets to another Person, unless:

  • Guarantors May Consolidate, etc., on Certain Terms Except as otherwise provided in Section 10.05 hereof, no Guarantor may sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guarantor is the surviving Person) another Person, other than the Company or another Guarantor, unless:

  • Subsidiary Guarantors May Consolidate, etc., on Certain Terms Except as otherwise provided in Section 10.05 hereof, no Subsidiary Guarantor may consolidate, merge or amalgamate with or into (whether or not such Subsidiary Guarantor is the Surviving Guarantor) another Person whether or not affiliated with such Subsidiary Guarantor unless:

  • Issuer May Consolidate, etc., Only on Certain Terms (a) The Issuer shall not consolidate or merge with or into any other Person, unless:

  • Sale of Assets, Consolidation, Merger, Dissolution, Etc Each Borrower and Guarantor shall not, and shall not permit any Subsidiary to, directly or indirectly,

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