Merger and Consolidation; Transfer of Assets. The Company will not, and will not permit any Subsidiary to, consolidate or merge with or into, or Transfer any of its assets to, any other Person, except that, so long as no Default or Event of Default has occurred and is continuing or would result from any such event: (i) any Subsidiary may consolidate or merge with or into the Company; provided that the Company is the continuing or surviving corporation; (ii) any Subsidiary may consolidate or merge with or into any other Domestic Subsidiary of the Company; (iii) the Company may consolidate or merge with any other solvent corporation; provided that (a) the Company shall be the continuing or surviving corporation; (iv) any Subsidiary may Transfer assets to the Company or another Domestic Subsidiary of the Company; (v) the Company or any Subsidiary may sell inventory in the ordinary course of business; (vi) the Company or any Subsidiary may otherwise Transfer assets; provided that after giving effect thereto (a) the Annual Percentage of Assets Transferred pursuant to this clause (vi) shall not exceed 10%, and (b) the Cumulative Percentage of Assets Transferred pursuant to this clause (vi) shall not exceed 20%; and (vii) any Subsidiary may consolidate or merge with another Person if otherwise permitted under paragraph 6L; provided that the continuing or surviving Person following such consolidation or merger is a Subsidiary.
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Sources: Note Purchase and Private Shelf Agreement (Northwest Pipe Co), Note Purchase and Private Shelf Agreement (Northwest Pipe Co)
Merger and Consolidation; Transfer of Assets. The Company will not, and will not permit any Subsidiary to, consolidate or merge with or into, or Transfer any of its assets to, any other Person, except that, so long as no Default or Event of Default has occurred and is continuing or would result from any such event:
(ia) any Subsidiary may consolidate or merge with or into the Company; provided that the Company is the continuing or surviving corporation;
(iib) any Subsidiary may consolidate or merge with or into any other Domestic Subsidiary of the Company;
(iiic) the Company may consolidate or merge with any other solvent corporation; provided that (a) the Company shall be the continuing or surviving corporation;
(ivd) any Subsidiary may Transfer assets to the Company or another Domestic Subsidiary of the Company;
(ve) the Company or any Subsidiary may sell inventory in the ordinary course of business;
(vif) the Company or any Subsidiary may otherwise Transfer assets; provided that after giving effect thereto (ai) the Annual Percentage of Assets Transferred pursuant to this clause (vif) shall not exceed 10%, and (bii) the Cumulative Percentage of Assets Transferred pursuant to this clause (vif) shall not exceed 20%; and
(viig) any Subsidiary may consolidate or merge with another Person if otherwise permitted under paragraph 6LSection 10.12; provided that the continuing or surviving Person following such consolidation or merger is a Subsidiary.
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