Disposition of Proceeds of Asset Sales. The Company shall not, and shall not permit any Subsidiary to, directly or indirectly, make any Asset Sale unless (i) the Company or such Subsidiary, as the case may be, receives consideration at the time of such Asset Sale at least equal to the Fair Market Value (as determined by the Board of Directors whose good faith determination shall be conclusive and evidenced by a board resolution) of the assets subject to such Asset Sale and (ii) at least 90% of the consideration for any such Asset Sale consists of cash. The Net Cash Proceeds of and any instruments received in consideration of any Asset Sale shall be deposited with the Collateral Agent in accordance with Section 6.5 of the Security Agreement as additional Collateral to secure the Senior Secured Notes; provided that up to $2,000,000, cumulatively and in the aggregate, of such Net Cash Proceeds may be used by the Company in connection with the Capital Expenditures described on SCHEDULE I to the Second Supplemental Indenture and Amendment to Notes. All proceeds from Asset Sales shall remain subject to the applicable provisions of the applicable Security Documents and all sales and other dispositions of Collateral by or on behalf of or at the direction of the Collateral Agent, which sales or dispositions constitute an Asset Sale, shall be solely governed by the provisions of the Security Documents. SECTION 1.05. Section 4.09 of the Indenture is hereby amended in its entirety to read as follows:
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Samples: Second Supplemental Indenture and Amendment to Series B and Series C Senior Secured Notes (BGLS Inc)
