Common use of Prohibition of Fundamental Changes Clause in Contracts

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporationentity; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, provided that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporationentity; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (i) enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assetsassets without Buyer’s prior consent; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (bii) form or enter into any partnership, joint venture, syndicate or other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default combination which would exist hereunderhave a Material Adverse Effect.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (i) enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assetsassets without Buyer’s prior consent, unless such merger, consolidation or amalgamation would not result in a Change in Control; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (bii) form or enter into any partnership, joint venture, syndicate or other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default combination which would exist hereunderhave a Material Adverse Effect with respect to Seller.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (i) enter into any transaction of merger or consolidation or amalgamationamalgamation (unless Seller is the surviving Person), or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assetsassets without Buyer’s prior consent; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (bii) form or enter into any partnership, joint venture, syndicate or other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default combination which would exist hereunderhave a Material Adverse Effect with respect to Seller.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of SellerPerson so long as no Change in Control has occurred, or (b) any other Person if Seller is the surviving corporationentity; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not at any time, directly or indirectly, (i) enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assetsassets without Buyer’s prior consent; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (bii) form or enter into any partnership, joint venture, syndicate or other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default combination which would exist hereunderhave a Material Adverse Effect with respect to Seller.

Prohibition of Fundamental Changes. No Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that each Seller may merge or consolidate with (a) any wholly owned subsidiary of such Seller, or (b) any other Person if such Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Neither Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that either Seller may merge or consolidate with (a) any wholly owned subsidiary of either Seller, or (b) any other Person if such Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. No Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that any Seller may merge or consolidate with (a) any wholly owned subsidiary of such Seller, or (b) any other Person if Seller such Seller, is the surviving corporation; and provided further, that if after giving effect thereto, no Event of Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assetsassets (other than the sale of Mortgage Loans in the ordinary course of business); provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. The Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (ai) any wholly owned subsidiary of Seller, or (bii) any other Person if Seller is the surviving corporation; and provided provided, further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary Subsidiary of Seller, or (b) any other Person if Seller is the surviving corporationentity; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. The Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that the Seller may merge or consolidate with (a) any wholly owned subsidiary Subsidiary of Seller, the Seller or (b) any other Person if the Seller is the surviving corporationentity, or the Buyer consents to such merger or consolidation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. No Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that a Seller may merge or consolidate with (a) any wholly owned subsidiary of such Seller, or (b) any other Person if such Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. No Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that any Seller may merge or consolidate with (a) any wholly owned subsidiary of a Seller, or (b) any other Person if such Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that (I) Seller may consummate the Discover Financial Transaction without violating this covenant, and (II) Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Neither Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that either Seller may merge or consolidate with (a) any wholly owned subsidiary of the related Seller, or (b) any other Person if the related Seller is the surviving corporationentity; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Neither Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, provided that either Seller may merge or consolidate with (a) any wholly owned subsidiary of the related Seller, or (b) any other Person if the related Seller is the surviving corporationentity; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Except for the REIT Event, no Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that any Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if such Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary Subsidiary of Seller, Seller or (b) any other Person if Seller is the surviving corporationentity, or Buyer consents to such merger or consolidation; and provided provided, further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. The Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, provided that the Seller may merge or consolidate with (a) any wholly owned subsidiary of the Seller, or (b) any other Person if the Seller is the surviving corporationentity; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Event of Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (ai) any wholly owned subsidiary of Seller, or (bii) any other Person if Seller is the surviving corporationentity; and provided provided, further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. No Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that any Seller may merge or consolidate with (a) any wholly owned subsidiary of any Seller, or (b) any other Person if such Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. The Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, provided that the Seller may merge or consolidate with (a) any wholly owned subsidiary of the Seller, or (b) any other Person if the Seller is the surviving corporationentity or (c) with the prior written consent of the Buyer and the Administrative Agent; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or other than as contemplated by the Program Documents or otherwise in the ordinary course of business sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or otherwise in the ordinary course of business sell all or substantially all of its assetsassets (other than as contemplated by the Program Agreements); provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. The Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that the Seller may merge or consolidate with (a) any wholly owned subsidiary Subsidiary of Seller, the Seller or (b) any other Person if the Seller is the surviving corporationentity, or the Agent consents to such merger or consolidation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. The Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that the Seller may merge or consolidate with (a) any wholly owned subsidiary of the Seller, or (b) any other Person if the Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.

Prohibition of Fundamental Changes. Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or other than as contemplated by the Program Agreements or otherwise in the ordinary course of business sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving corporation; and provided further, that if after giving effect thereto, no Default would exist hereunder.