Common use of Disposition of Proceeds of Asset Sales Clause in Contracts

Disposition of Proceeds of Asset Sales. (a) The Borrower will not, and will not permit any of the Restricted Subsidiaries to, consummate an Asset Sale of Collateral unless (i) such Asset Sale of Collateral is for Fair Market Value, (ii) in the case of an Asset Sale involving Collateral valued at $2.0 million or more such Fair Market Value is evidenced by a certificate of an Independent Appraiser or an Independent Financial Advisor (as applicable), (iii) 100% of the proceeds of such Asset Sale of Collateral consist of cash and/or Cash Equivalents, (iv) such Asset Sale of Collateral shall be in compliance with the applicable provisions of the Security Documents and the Subordination Agreement and (v) the Borrower shall apply the Net Cash Proceeds of such Asset Sale of Collateral after receipt thereof in accordance with the priorities set forth in the Subordination Agreement.