A plan of liquidation or dissolution is adopted for the Company; or

to effect any liquidation, dissolution or winding-up of the Company; or

Approval by the Company's stockholders of a liquidation or dissolution of the Company.

the consummation of a plan of complete liquidation or dissolution of the Company.

Constituting the liquidation group and exercising the authorities of the liquidation group in the event of liquidation or dissolution of the Company, including but not limited to the management of the Company’s assets; and

approval by the shareholders of Employer of a complete dissolution or liquidation of Employer;

the shareholders of the Company shall approve any plan or proposal for the complete liquidation or dissolution of the Company;

no Subject Company shall adopt a plan of complete or partial liquidation, dissolution, merger, consolidation, restructuring, recapitalization or other reorganization;

SECTION #Dissolution. No Loan Party nor any Subsidiary of a Loan Party (other than any Structured Subsidiary or any Immaterial Subsidiary) shall suffer or permit dissolution or liquidation either in whole or in part or redeem or retire any shares of its own Capital Securities or that of any Subsidiary of a Loan Party (other than any Structured Subsidiary or any Immaterial Subsidiary), except: # through corporate or company reorganization to the extent permitted by [Section 5.17]; and # Restricted Payments permitted by [Section 5.12].; and # with respect to any Subsidiary, so long as # in connection with such dissolution or liquidation, any and all of the assets of such Subsidiary shall be distributed or otherwise transferred to a Loan Party and # such dissolution or liquidation is not materially adverse to the Lenders.

Liquidate, wind up, or dissolve itself (or suffer any liquidation or dissolution), except for # the liquidation or dissolution of non-operating Subsidiaries of Parent with nominal assets and nominal liabilities, # the liquidation or dissolution of a Loan Party (other than Borrowers) or any of Borrowers’ wholly-owned Subsidiaries so long as all of the net assets (including any interest in any Stock) of such liquidating or dissolving Loan Party or Subsidiary are transferred to a Loan Party that is not liquidating or dissolving, or # the liquidation or dissolution of a Subsidiary of Borrowers that is not a Loan Party (other than any such Subsidiary the Stock of which (or any portion thereof) is subject to a Lien in favor of Agent) so long as all of the net assets of such liquidating or dissolving Subsidiary (to the extent of Parent’s or any Borrower’s (as applicable) allocable percentage/portion of the same) are transferred to a Subsidiary of Borrowers that is not liquidating or dissolving, or