Collateral Dispositions. The Borrower may from time to time enter into, or participate in, Contract Disposition Transactions pursuant to which the Borrower sells some or all of the Pledged Contracts as of a specified cut-off date if (i) the net proceeds payable to the Borrower in connection with any such Contract Disposition Transaction are equal to or greater than the Required Takeout Price on the date of such sale, (ii) the Pledged Contracts to be included in such Contract Disposition Transaction are selected by the Borrower, DTCC or DTAC in a manner consistent with customary practices for term asset-backed securities transactions or whole loan sales transactions and not in a manner intended to, or that could be reasonably expected to materially and adversely affect the interests of the Lender or the Secured Parties and (iii) the Borrower has directed the buyer of the Pledged Contracts to be included in such Contract Disposition Transaction in writing (with a copy to the Lender) to remit such net proceeds of its purchase of such Pledged Contracts directly to the Collection Account. Upon receipt by the Lender of confirmation that the net proceeds of the purchase price for the Pledged Contracts that are included in any Contract Disposition Transaction have been credited to the Collection Account, (x) the Lender shall apply such net proceeds to reduce the Outstanding Revolving Loan Amount and Outstanding Term Loan Amount and to pay any other Borrower Obligations included in the calculation of the Required Takeout Price and (y) the related Contract Documents shall be released to the buyer thereof and the Lender shall execute and deliver such instruments of release, prepared by and at the expense of the Borrower, in each case without recourse, representation or warranty, as shall be necessary to release the Lender’s security interest therein. In connection with any sale of Pledged Contracts by the Borrower in connection with a Contract Disposition Transaction, the Borrower shall deliver a Borrowing Base Certificate (after giving effect to such Contract Disposition Transaction) to the Lender.
Collateral Dispositions. Borrower shall not Dispose of any Collateral unless Borrower shall receive cash consideration therefor at the time of consummation of such Disposition in an amount (determined prior to any deductions set forth in the definition of Net Cash Proceeds) not less than the fair market value of such Collateral.
Collateral Dispositions. Section 7.06 of the Credit Agreement shall be amended as follows:
Collateral Dispositions. (a) Issuer shall not, and shall not permit any of its Subsidiaries to, directly or indirectly (each, a “Collateral Disposition”):
Collateral Dispositions. Debtor agrees that commercial reasonableness and good faith require Secured Party to give Debtor no more than ten (10) Business Days prior written notice of the time and place of any public disposition of Collateral or of the time after which any private disposition or any other intended disposition is to be made. All sales or other dispositions of Collateral may be made for cash, upon credit or for future delivery. In no event shall Debtor be credited with any part of the proceeds of liquidation, sale or other disposition of any Collateral until final payment thereon has been received by Secured Party in immediately available funds, and Secured Parry shall have no obligation to delay any liquidation, sale or other disposition because the same may result in the imposition of any forfeiture, premium or penalty. ------------ ----------- Initial Initial
Collateral Dispositions. Except for dispositions in the ordinary course of business, Permitted Liens and subject in all respects to the Limited Subordination Agreement, Napo shall not sell, assign, transfer, charge, pledge or encumber in any manner any part of the Collateral or suffer to exist any lien on the Collateral.
Collateral Dispositions. (a) Each of the Bank and the Purchasers expressly reserve their rights to challenge the fairness and enforceability of the lease termination fee formula (the "LTF FORMULA") entered into between the Company and NGOP pursuant to that certain letter agreement, dated as of January 10, 2002, including, without limitation, the right of NGOP to terminate Course Leases and the obligation of the Company to pay lease termination fees in respect of terminated Course Leases.
Collateral Dispositions. (a) Neither the Company nor any Grantor shall Dispose of any Collateral (but excluding any Permitted Disposition), unless:
Collateral Dispositions. Company shall cause or permit, or any Subsidiary of Company shall cause or permit, (i) any termination or cancellation of any Course Lease (as defined in the Collateral Agency Agreement) or (ii) any sale, termination or disposition of any material asset, in either case other than in accordance with Section 3 of the AGC Collateral Agency Agreement or the AGC/NGOP Collateral Agency Agreement.
Collateral Dispositions. Debtor agrees that commercial reasonableness and good faith require Secured Party to give Debtor no more than ten (10) days' prior written notice of the time and place of any public disposition of Tenant Security Agreement Collateral or of the time after which any private disposition or any other intended disposition is to be made. All sales or other dispositions of Tenant Security Agreement Collateral may be made for cash, upon credit or for future delivery. In no event shall Debtor be credited with any part of the proceeds of liquidation, sale or other disposition of any Tenant Security Agreement Collateral until final payment of all of the Secured Obligations has been received by Secured Party in immediately available funds, and Secured Party shall have no obligation to delay any liquidation, sale or other disposition because the same may result in the imposition of any forfeiture, premium of penalty. In connection with any enforcement by Secured Party of the liens and security interests granted to Secured Party pursuant to this Agreement, Secured Party may demand, compromise, collect, enforce and xxx for all money and other property in any form and for any reason payable or distributable to Debtor, or receivable by Debtor, on account of or in respect of, or constituting, Tenant Security Agreement Collateral, and otherwise exercise all rights of Debtor with respect to the Tenant Security Agreement Collateral, and all Tenant Security Agreement Collateral or proceeds of Tenant Security Agreement Collateral delivered to Secured Party or coming into Secured Party's possession or control from time to time may be applied by Secured Party from time to time, in whole or in part to payment of the Secured Obligations in any order permitted under the Loan Documents. Debtor covenants and agrees, at Debtor's expense, to execute and deliver or cause to be executed and delivered, and to do or cause to be done, all such acts, things, instruments and documents as may, in the opinion of Secured Party or counsel to Secured Party, be necessary or advisable to make all sales and dispositions of Tenant Security Agreement Collateral valid, binding and enforceable and in compliance with all applicable laws, rules and regulations and all judgments, orders, awards, decrees, writs and injunctions of all courts, arbitrators or governmental authorities, domestic or foreign, having jurisdiction over any such sales or dispositions.
