Common use of Asset Sales/Sale Leasebacks Clause in Contracts

Asset Sales/Sale Leasebacks. If a Triggering Event (as defined below) occurs the Borrower shall, within three Business Days thereafter (or such longer period accepted by the Administrative Agent), deliver notice thereof to the Administrative Agent. Upon receipt of such notice (or if the Administrative Agent otherwise has actual knowledge thereof, then at the Administrative Agent’s election exercised in its sole discretion), the Administrative Agent shall recalculate the then effective Borrowing Base by subtracting therefrom the value, if any, attributed to the Borrowing Base for the asset Disposed of under the Triggering Event; provided that, if such notice is received on or about the time such Borrowing Base is to be redetermined pursuant to clause (a) above or otherwise, then the Administrative Agent may elect to forego the reduction provided for in this clause (b) at its sole discretion. The Administrative Agent shall promptly provide written notice of such reduced Borrowing Base to the Borrower and to the Lenders. Such redetermined Borrowing Base shall be effective on the date the Administrative Agent delivers such notice to the Borrower and the Lenders. “Triggering Event” means (i) a Disposition of any Property that is not permitted under the terms of this Agreement, (ii) a Disposition of any Property as part of a sale and leaseback transaction permitted under the terms of this Agreement, and (iii) a Casualty Event which results in a prepayment of Revolving Advances and Swingline Advances as provided in Section 2.6(c)(iii). Notwithstanding anything herein to the contrary, neither the provisions in this Section 2.18(b) nor any adjustment of the Borrowing Base required herein are intended to be and shall not constitute, or otherwise be deemed to constitute, a consent to any Disposition of Property that is otherwise prohibited under this Agreement.

Asset Sales/Sale Leasebacks. If a Triggering Event (as defined below) occurs the Borrower shall, within three Business Days thereafter (or such longer period accepted by the Administrative Agent), deliver notice thereof to the Administrative Agent. Upon receipt of such notice (or if the Administrative Agent otherwise has actual knowledge thereof, then at the Administrative Agent’s election exercised in its sole discretion), the Administrative Agent shall recalculate the then effective Borrowing Base by subtracting therefrom the value, if any, attributed to the Borrowing Base for the asset Disposed of under the Triggering Event; provided that, if such notice is received on or about the time such Borrowing Base is to be redetermined pursuant to clause (a) above or otherwise, then the Administrative Agent may elect to forego the reduction provided for in this clause (b) at its sole discretion. The Administrative Agent shall promptly provide written notice of such reduced Borrowing Base to the Borrower and to the Lenders. Such redetermined Borrowing Base shall be effective on the date the Administrative Agent delivers such notice to the Borrower and the Lenders. “Triggering Event” means (i) a Disposition of any Property Inventory or Receivables that is not permitted under the terms of this Agreement, (ii) a Disposition of any Property Inventory or Receivables as part of a sale and leaseback transaction permitted under the terms of this Agreement, and (iii) a Casualty Event which results in a prepayment of Revolving Advances and Swingline Advances as provided in Section 2.6(c)(iii). Notwithstanding anything herein to the contrary, neither the provisions in this Section 2.18(b) nor any adjustment of the Borrowing Base required herein are intended to be and shall not constitute, or otherwise be deemed to constitute, a consent to any Disposition of Property that is otherwise prohibited under this Agreement.