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

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers Issuer may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1x) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2y) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving entity), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of Targa Resources Partners and its Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer shall not, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving corporation), or (2) and the Issuer will not sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another PersonPerson (including by way of consolidation or merger), unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving corporation), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving entity), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of Regency Energy Partners and its Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, (1x) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2y) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers Issuer may, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), surviving entity) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving entity), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of Sunoco LP and its Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

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

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ) or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers Issuer may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayThe Issuer shall not, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), surviving entity) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

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

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayThe Issuer will not, directly or indirectly, : (1i) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), Person; or (2ii) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the Issuer’s properties or assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries) in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, (a) The Issuer shall not directly or indirectly, : (1) consolidate consolidate, amalgamate or merge with or into another Person (whether or not such Issuer it is the survivorsurviving corporation), ; or (2) sell, assign, lease, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, taken as a whole, in one or more related transactions transactions, to another Person, unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers No Issuer may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer shall not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, may (1x) consolidate or merge with or into another Person (regardless of whether or not such Issuer is the survivorsurviving entity), or (2y) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer will not, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), surviving corporation) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets (determined on a consolidated basis for Issuer and its Subsidiaries), in one or more related transactions to another Person, unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, Issuer will not: (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving corporation), ; or (2) directly or indirectly sell, assign, lease, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayThe Issuer shall not consolidate, directly or indirectlyamalgamate, (1) consolidate participate in an arrangement with or merge with or into another Person (whether or not such the Issuer is the survivorsurviving entity), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions to to, another Person, Person unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers Issuer may, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), surviving Person) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, (a) The Issuer shall not directly or indirectly, : (1) consolidate consolidate, amalgamate or merge with or into another Person (whether or not such Issuer it is the survivorsurviving corporation), or ; (2) sell, assign, lease, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and the Restricted Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, Person or (3) consummate a Division as the Dividing Person unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer may not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving corporation), ; or (2) sell, assign, lease, transfer, lease, convey or otherwise dispose of all or substantially all of its the Issuer’s properties or assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries), in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1x) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2y) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers Issuer may, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), surviving entity) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayThe Issuer shall not, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving corporation), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, ; unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer may not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer it is the survivorsurviving entity), ; or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer may not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving entity), ; or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer will not, directly or indirectly, : (1) consolidate or merge with or into another Person, (2) consummate a Division as the Dividing Person (whether or not such the Issuer is the survivor), surviving entity) or (23) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another PersonPerson (other than in connection with the Transactions), unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayThe Issuer may not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving partnership), ; or (2) sell, assign, transfer, leaseconvey, convey lease (other than to an unaffiliated operator in the ordinary course of business) or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, The Issuer shall not: (1i) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving corporation), ; or (2ii) directly or indirectly sell, assign, lease, transfer, lease, convey or otherwise dispose of (including, in each case, by way of division) all or substantially all of the properties and assets of the Issuer and its properties or assets Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayIssuer will, directly or indirectly, : (1a) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving corporation), ; or (2b) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its respective properties or assets taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, (1) Issuer shall consolidate with or merge with or into another Person (whether or, directly or not such Issuer is the survivor)indirectly, or (2) sell, assign, transfer, lease, convey or otherwise dispose of transfer all or substantially all of its properties assets (such amounts to be computed on a consolidated basis), whether in a single transaction or assets in one or more a series of related transactions transactions, to another PersonPerson or group of affiliated Persons, unless:

Merger, Consolidation or Sale of Assets. Neither None of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer will not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), surviving corporation) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of the properties and assets of the Issuer and its properties or assets Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another PersonPerson or Persons, unless:

Merger, Consolidation or Sale of Assets. (a) The Issuers. Neither Issuer will, in any transaction or series of the Issuers mayrelated transactions, directly or indirectly, (1) consolidate with or merge with or into another Person (whether or not such Issuer is the survivorsurvives), or sell, assign, convey, transfer, lease or otherwise dispose of (2) or cause or permit any Restricted Subsidiary of such Issuer to sell, assign, transfer, lease, convey or otherwise dispose of of) all or substantially all of its properties property and assets whether as an entirety or assets in one or more related transactions substantially as an entirety, to another any Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers Issuer may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), surviving Person) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer shall not, directly or indirectly: (x) consolidate, (1) consolidate merge or merge amalgamate with or into another Person (whether or not such the Issuer is the survivorsurviving corporation), ; or (2y) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, unless:

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

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, Issuer shall directly or indirectly, : (1) consolidate or merge or amalgamate with or into another Person (whether or not such an Issuer is the survivorsurviving corporation), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of such Issuer and their respective Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer will not, directly or indirectly, : (1) consolidate consolidate, amalgamate, merge or merge otherwise combine with or into another Person (whether or not such the Issuer is the survivorsurviving corporation), ; or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or the assets of the Issuer, in one or more related transactions transactions, to another Person, unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer will not, directly or indirectly, : (1i) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), Person; or (2ii) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the Issuer’s properties or assets (determined on a consolidated basis for the Issuer and its Restricted Subsidiaries) in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayshall, directly or indirectly, : (1i) consolidate or merge with or into another Person (whether or not such Issuer the Company is the survivorsurviving corporation), ; or (2ii) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Company and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayThe Issuer will not, directly or indirectly, : (1a) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving corporation), ; or (2b) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. 4. Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its and its Subsidiaries’ properties or assets (determined on a consolidated basis) in one or more related transactions transactions, to another PersonPerson (other than a direct or indirect Wholly Owned Restricted Subsidiary of such Issuer), unless:

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

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving entity), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of CNX Midstream and its Restricted Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, (a) The Issuer may not: (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer may not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), ) or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer shall not, directly or indirectly, (1x) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), or (2y) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the (a) The Issuers maymay not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), Issuers are the surviving corporation) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuers, in one or more related transactions transactions, to another PersonPerson other than another Issuer or a Guarantor, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving corporation), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions to another Person, unless:,

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of (including by way of division) all or substantially all of its properties or assets in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers Issuer may, directly or indirectly, : (1a) consolidate or merge with or into another Person (whether or not such an Issuer is the survivorsurviving corporation), ; or (2b) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuers and the Restricted Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers Issuer may, directly or indirectly, : (1A) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), surviving corporation) or (2B) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayThe Issuer shall not, directly or indirectly, : (1A) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving Person), ; or (2B) sell, lease, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Restricted Subsidiaries, taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its and its Subsidiaries’ properties or assets (determined on a consolidated basis) in one or more related transactions transactions, to another PersonPerson (other than a direct or indirect Wholly Owned Restricted Subsidiary of such Issuer), unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer may not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers mayAn Issuer shall not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving Person), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of such Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers maymay , directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving entity), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of such Issuer and its Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Person, ; unless:

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

Merger, Consolidation or Sale of Assets. Neither of the Issuers may(a) The Issuer may not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivor), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the The Issuers maywill not, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer one of the Issuers is the survivorsurviving corporation), ; or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its the properties or assets of the Issuers and Express’ Restricted Subsidiaries taken as a whole, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, (a) The Issuer may not (1) consolidate or merge with or into another Person (whether or not such the Issuer is the survivorsurviving Person), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its the properties or assets of the Issuer and its Subsidiaries taken as a whole, in one or more related transactions to another Person, Person (including pursuant to a Division); unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving Person), ; or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2) sell, assign, transfer, leaseconvey, convey lease or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, (1) Issuer may consolidate or merge with or into another Person (whether or not such Issuer is the survivorsurviving entity), or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions transactions, to another Personcorporation, Person or entity, unless:

Merger, Consolidation or Sale of Assets. Neither (a) None of the Issuers may, directly or indirectly, (1x) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), or (2y) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets in one or more related transactions to another Person, unless:

Merger, Consolidation or Sale of Assets. Neither of the Issuers may, directly or indirectly, : (1) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), surviving Person) or (2) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless:

Merger, Consolidation or Sale of Assets. (a) Neither of the Issuers may, directly or indirectly, : (1i) consolidate or merge with or into another Person (whether or not such Issuer is the survivor), ; or (2ii) sell, assign, transfer, lease, convey or otherwise dispose of all or substantially all of its properties or assets assets, in one or more related transactions transactions, to another Person, ; unless: