Common use of Asset Dispositions; Dissolution; Mergers; Capital Structure; Business Purpose Clause in Contracts

Asset Dispositions; Dissolution; Mergers; Capital Structure; Business Purpose. Except as permitted in Section 5(i) below, (i) subject to compliance with Section 2(d)(ii) herein, sell, lease (as lessor), transfer or otherwise dispose of any of its properties or assets in excess of $1,000,000 in any fiscal year, except as to the sale of inventory in the ordinary course of business; (ii) change its name, its corporate identity or structure, its form of organization or the state in which it has been formed or organized; (iii) dissolve or liquidate or consolidate with or merge into any other Person, or permit any other Person to merge into it; (iv) acquire all or substantially all the properties or assets of any other Person; (v) enter into any reorganization or recapitalization, or reclassify its capital stock; (vi) enter into any sale-leaseback transaction; (vii) permit any levy, attachment or restraint to be made affecting any of Borrower’s or a Subsidiary’s assets; (viii) permit any judicial officer or assignee to be appointed or to take possession of any or all of Borrower’s or a Subsidiary’s assets; or (ix) make any other change in Borrower’s or a Subsidiary’s financial structure or in any of its respective business objects, purposes or operations which, in the opinion of Bank, could reasonably be expected to have a Material Adverse Effect; (x) enter into any transaction not in the ordinary course of Borrower’s or a Subsidiary’s business in excess of $1,000,000, in the aggregate per fiscal year; or (xi) make any payment on account of any Subordinated Debt in violation of the provisions of any subordination agreement between Bank and the applicable subordinated debt holder, or otherwise fail to comply with the terms and conditions set forth in any such subordination agreement.

Asset Dispositions; Dissolution; Mergers; Capital Structure; Business Purpose. Except as permitted in Section 5(i) below, (i) subject to compliance with Section 2(d)(ii) herein, sell, lease (as lessor)Sell, transfer or otherwise dispose of any of its properties or assets in excess of $1,000,000 in any fiscal yearassets, except as to for (1) the sale of Pledged Mortgage Loan inventory and MBS secured by, created from or representing any interest in or otherwise relating to any of the Pledged Mortgage Loans, to investors approved by Bank in accordance with Take-Out Commitments in the ordinary course of business provided Borrower makes the payments to Bank as and when required by Section 3.5 of the Security Agreement, and (2) the sale of other Mortgage Loan inventory and MBS not constituting a part of the Collateral to investors in the ordinary course of business; (ii) change its name, its corporate identity or structure, its form of organization or the state in which it has been formed or organized; (iii) dissolve or liquidate or consolidate with or merge into any other Person, or permit any other Person to merge into it; (iv) acquire all or substantially all the properties or assets of any other Person; (v) enter into any reorganization or recapitalization, or reclassify its capital stock; (vi) enter into any sale-leaseback transaction; (vii) permit any levy, attachment or restraint to be made affecting any of Borrower’s or a Subsidiary’s 's assets; (viii) permit any judicial officer or assignee to be appointed or to take possession of any or all of Borrower’s or a Subsidiary’s 's assets; or (ix) make any other change in Borrower’s or a Subsidiary’s 's financial structure or in any of its respective business objects, purposes or operations which, in the opinion of Bank, could reasonably be expected to have result in a Material Adverse Effect; (x) enter into any transaction not in the ordinary course of Borrower’s or a Subsidiary’s business in excess of $1,000,000, in the aggregate per fiscal year's business; or (xi) make any payment on account of any Subordinated Debt in violation of the provisions of any subordination agreement between Bank and the applicable subordinated debt holder, or otherwise fail to comply with the terms and conditions set forth in any such subordination agreement.. Detroit_l5392182_3

Asset Dispositions; Dissolution; Mergers; Capital Structure; Business Purpose. Except as permitted in Section 5(i) below, (i) subject to compliance with Section 2(d)(ii) herein, sell, lease (as lessor), transfer or otherwise dispose of any of its properties or assets in excess of $1,000,000 in any fiscal year, except as to the sale of inventory in the ordinary course of business; (ii) change its name, its corporate identity or structure, its form of organization or the state in which it has been formed or organized; (iii) dissolve or liquidate or consolidate with or merge into any other Person, or permit any other Person to merge into it; (iv) acquire all or substantially all the properties or assets of any other Person; (v) enter into any reorganization or recapitalization, or reclassify its capital stock; (vi) enter into any sale-leaseback transaction; (vii) permit any levy, attachment or restraint to be made affecting any of Borrower’s 's or a Subsidiary’s 's assets; (viii) permit any judicial officer or assignee to be appointed or to take possession of any or all of Borrower’s 's or a Subsidiary’s 's assets; or (ix) make any other change in Borrower’s 's or a Subsidiary’s 's financial structure or in any of its respective business objects, purposes or operations which, in the opinion of Bank, could reasonably be expected to have a Material Adverse Effect; (x) enter into any transaction not in the ordinary course of Borrower’s 's or a Subsidiary’s 's business in excess of $1,000,000, in the aggregate per fiscal year; or (xi) make any payment on account of any Subordinated Debt in violation of the provisions of any subordination agreement between Bank and the applicable subordinated debt holder, or otherwise fail to comply with the terms and conditions set forth in any such subordination agreement.

Asset Dispositions; Dissolution; Mergers; Capital Structure; Business Purpose. Except as permitted in Section 5(i(a) below, (i) subject to compliance with Section 2(d)(ii) herein, sellSell, lease (as lessor), transfer or otherwise dispose of any of its properties or assets in excess of $1,000,000 in any fiscal yearassets, except (i) as to the sale of inventory in the ordinary course of business, or (ii) asset sales in an aggregate amount during any fiscal year not in excess of One Hundred Thousand Dollars ($100,000.00); (iib) change its name, its corporate identity or structure, its form of organization or the state in which it has been formed or organized; (iiic) dissolve or liquidate or consolidate with or merge into any other Person, or permit any other Person to merge into it; (ivd) acquire all or substantially all the properties or assets of any other Person; (ve) enter into any reorganization or recapitalization, or reclassify its capital stock; (vif) enter into any sale-leaseback transaction; (viig) permit any levy, attachment or restraint to be made affecting any of Borrower’s or a Subsidiary’s 's assets; (viiih) permit any judicial officer or assignee to be appointed or to take possession of any or all of Borrower’s or a Subsidiary’s 's assets; or (ixi) make any other change in Borrower’s or a Subsidiary’s 's financial structure or in any of its respective business objects, purposes or operations which, in the opinion of Bank, could reasonably be expected to have result in a Material Adverse Effect; (xj) enter into any transaction not in the ordinary course of Borrower’s or a Subsidiary’s business in excess of $1,000,000, in the aggregate per fiscal yearbusiness; or (xik) make any payment on account of any Subordinated Debt in violation of the provisions of any subordination agreement between Bank and the applicable subordinated debt holder, or otherwise fail to comply with the terms and conditions set forth in any such subordination agreement.