Mergers, Etc. The [[Organization A:Organization]] will not merge or consolidate with or into, or convey, transfer, lease or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of the assets (whether now owned or hereafter acquired) of the [[Organization A:Organization]] and its Subsidiaries (taken as a whole) to any Person, except that the [[Organization A:Organization]] may merge or consolidate with or into any other Person so long as # immediately after giving effect to such transaction, no Default or Event of Default would exist and (ii)(x) the [[Organization A:Organization]] is the surviving corporation or # the surviving Person # is a corporation organized and validly existing under the laws of the United States of America or any State thereof or the District of Columbia, # has long-term senior unsecured, unguaranteed debt securities rated no lower than the lower of # Ba1 by Moody’s or BBB by Standard & Poor’s or # the rating assigned by Moody’s and Standard & Poor’s to the Rated Securities immediately prior to such transaction, # expressly assumes all of the [[Organization A:Organization]]’s obligations under this Agreement and # provides such information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the Patriot Act, as is reasonably requested in writing by the Administrative Agent and such other approvals, opinions or documents consistent with the requirements in [Section 3.01] hereof as the Administrative Agent (in consultation with the Lenders) may reasonably request.

Mergers, Etc. The [[Organization A:Organization]] will not merge or consolidate with or into, or convey, transfer, lease or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of the assets (whether now owned or hereafter acquired) of the [[Organization A:Organization]] and its Subsidiaries (taken as a whole) to any Person, except that the [[Organization A:Organization]] may merge or consolidate with or into any other Person so long as # immediately after giving effect to such transaction, no Default or Event of Default would exist and (ii) (x) the [[Organization A:Organization]] is the surviving corporation or # the surviving Person # is a corporation organized and validly existing under the laws of the United States of America or any State thereof or the District of Columbia, # has long-term senior unsecured, unguaranteed debt securities rated no lower than the lower of # Baa3 by Moody’s or BBB- by Standard & Poor’s or # the rating assigned by Moody’s and Standard & Poor’s to the Rated Securities immediately prior to such transaction, # expressly assumes all of the [[Organization A:Organization]]’s obligations under this Agreement and # provides such information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the PATRIOT Act, as is reasonably requested in writing by the Administrative Agent and such other approvals, opinions or documents consistent with the requirements in Section 3.01 hereof as the Administrative Agent (in consultation with the Lenders) may reasonably request.

Mergers, Etc. Merge or consolidate with or into, or convey, transfer, lease or otherwise dispose of (whether in one transaction or in a series of transactions) all or substantially all of its assets (whether now owned or hereafter acquired) to, any Person, or permit any of its Significant Subsidiaries to do so, except that # any Subsidiary of the [[Organization A:Organization]] may merge or consolidate with or into, or transfer assets to, any other Subsidiary of the [[Organization A:Organization]], # any Subsidiary of the [[Organization A:Organization]] may merge or consolidate with or into or transfer assets to the [[Organization A:Organization]], # the [[Organization A:Organization]] may merge with or transfer assets to, and any Subsidiary of the [[Organization A:Organization]] may merge or consolidate with or into or transfer assets to, any other Person, provided that # in each case, immediately after giving effect to such proposed transaction, no Default would exist, # in the case of any such merger to which the [[Organization A:Organization]] is a party, the [[Organization A:Organization]] is the surviving corporation and # in the case of any such merger or consolidation of a Borrowing Subsidiary of the [[Organization A:Organization]] with or into any other Person, the [[Organization A:Organization]] shall remain the guarantor of such Subsidiary’s obligations hereunder, and # the [[Organization A:Organization]] may liquidate or dissolve any Subsidiary if the Company determines in good faith that such liquidation or dissolution is in the best interests of the Company and not materially disadvantageous to the [[Organization C:Organization]].

Section # Prohibition of Fundamental Changes. The [[Organization A:Organization]] will not consummate any transaction of merger or consolidation or amalgamation, or liquidation or dissolution; provided that the [[Organization A:Organization]] may merge, consolidate or amalgamate with any other Person if # either # the [[Organization A:Organization]] is the surviving corporation or # such Person # assumes, by an instrument in form and substance reasonably satisfactory to the [[Organization B:Organization]], all of the obligations of the [[Organization A:Organization]] under the Loan Documents (provided, that such assuming party delivers such information as may be reasonably requested by the [[Organization B:Organization]] if and as necessary to satisfy applicable “know your customer” requirements), and # has a non‑credit enhanced long-term senior unsecured debt rating of at least BBB- by Standard & Poor’s or Baa3 by Moody’s, and # after giving effect thereto no Default would exist hereunder. The [[Organization A:Organization]] will not convey, sell, lease, transfer or otherwise dispose of, in one transaction or a series of transactions, all or substantially all of its business or assets, whether now owned or hereafter acquired, to any other Person unless # such Person assumes, by an instrument in form and substance reasonably satisfactory to the [[Organization B:Organization]], all of the obligations of the [[Organization A:Organization]] under the Loan Documents (provided, that such assuming party delivers such information as may be reasonably requested by the [[Organization B:Organization]] if and as necessary to satisfy applicable “know your customer” requirements), and # after giving effect thereto no Default would exist hereunder.