MERGER OF LESSEE. (a) LESSEE shall not consolidate with or merge into any other Person under circumstances in which LESSEE is not the surviving corporation, or convey, transfer, or lease in one or more transactions all or substantially all of its assets to any other Person, unless:
MERGER OF LESSEE. 27 13.3 Assignment Security for Lessor's Obligations........28 13.4
MERGER OF LESSEE. Lessee shall not consolidate with or merge into any other Person where Lessee is not the surviving Person, or sell, convey, transfer or lease all or substantially all its assets, unless the successor Person formed by such consolidation or into which Lessee shall be merged or the Person that shall acquire by sale, conveyance, transfer or lease all or substantially all the assets of Lessee shall assume in writing all of the obligations of Lessee hereunder and as of the effective date of such consolidation, merger, sale, conveyance, transfer or lease, no Event of Default arising from a failure to pay Base Net Rent or Supplemental Rent, and no other material Event of Default, shall have occurred and be continuing. Upon any such consolidation or merger, or any sale, conveyance, transfer or lease of substantially all the assets of Lessee in accordance with this Article XXI, the successor Person formed by such consolidation or into which Lessee shall be merged or to which such sale, conveyance, transfer or lease shall be made shall succeed to, and be substituted for, and may exercise every right and power of, Lessee under this Lease.
MERGER OF LESSEE. (1) Lessee shall not reorganize or consolidate with or merge into any other Person, or sell, lease, exchange, transfer or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all its property, assets or revenues, whether now owned or hereafter acquired, or any substantial portion thereof, or liquidate or dissolve, unless Lessee is the surviving entity of a reorganization, consolidation or merger or (a) the entity formed by such reorganization, consolidation or merger or the Person that so acquires such assets by purchase, lease, exchange, transfer or other disposition (i) is a private limited liability company or a corporation duly organized and validly existing under the laws of the Lessee Jurisdiction or a political subdivision thereof and (ii) is permitted it to engage in air transport and to carry on passenger and cargo service in each case substantially as presently conducted, (b) immediately after giving effect to such reorganization, consolidation, merger or disposition, no Event of Default shall have occurred and be continuing, (c) Lessee shall have delivered to the Lessor a compliance certificate from an authorized officer of Lessee stating that such reorganization, consolidation, merger or disposition complies with this Section 6.2.4 and that all conditions precedent provided for herein relating to such transaction have been complied with or satisfied, (d) such entity executes and delivers to Lessor a duly authorized, legal, valid, binding and enforceable agreement, reasonably satisfactory in form and substance to Lessor, containing an effective assumption by such Person of the due and punctual performance and observance of each covenant, agreement and condition in the Operative Documents to be performed or observed by Lessee; (e) if the Aircraft is, at the time, registered with the Aviation Authority, such entity makes such filings and recordings with the Aviation Authority as shall be necessary to evidence such reorganization, consolidation, merger or disposition or, if the Aircraft is, at the time, not registered with the Aviation Authority, such person makes such filings and recordings with the Aviation Authority as shall be necessary to evidence such reorganization, consolidation, merger or disposition; and (f) such entity makes such filings with the international registry (as defined in Schedule 9) as shall be necessary to evidence such reorganization, consolidation, merger or disposition.
MERGER OF LESSEE
