Common use of Dispositions of Property Clause in Contracts

Dispositions of Property. The Borrower will not, and will not permit any of its Subsidiaries to, Dispose of any property, whether now owned or, in the case of any Subsidiary, issue or sell any shares of such Subsidiary’s Equity Interests to any Person, except: (a) Dispositions in the ordinary course of business of the Borrower and its Subsidiaries (including Dispositions of obsolete or worn-out property no longer required or useful in the business or operations of the Borrower or any of its Subsidiaries); (b) (i) Dispositions by any Subsidiary to the Borrower or to any other Subsidiary, (ii) Dispositions permitted by 6.03(d) and (iii) Dispositions from a Loan Party to another Loan Party; (c) the sale or issuance of Equity Interests of any Subsidiary to the Borrower or any other Subsidiary; (d) Dispositions with respect to the Receivables Securitization Program, provided that the aggregate principal amount of Indebtedness related to any such Receivables Securitization Program shall not exceed the greater of (x) $150,000,000 and (y) 3.75% of Consolidated Total Assets (measured as of the date such Indebtedness is incurred and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) at any time outstanding; (e) Dispositions of property or assets by the Borrower or any Subsidiary to the extent that, as part of the same transaction or a series of related transactions, such property or assets are within 365 days after the date of such Disposition leased by the Borrower or such Subsidiary as lessee for use in the business of the Borrower and its Subsidiaries, provided that the aggregate fair market value of all property or assets (in each case, measured at the time of the Disposition of any such property or assets) that are subject to such Dispositions and are leased by the Borrower or any Subsidiary shall not exceed the greater of (x) $100,000,000 and (y) 2.5% of Consolidated Total Assets (measured as of the date such Disposition is made and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) at any time; and (f) Dispositions of property for fair market value not covered by the foregoing clauses (a) through (e) of this Section; provided that either (i) the aggregate book value of the properties and assets subject to all such Dispositions during any fiscal year of the Borrower shall not exceed 15% of Consolidated Total Assets as at the end of the most recently ended fiscal year of the Borrower or (ii) no less than 75% of the consideration for any such Disposition shall be in the form of Cash and Cash Equivalents.

Dispositions of Property. The Borrower will Parent shall not, and will shall not permit any of its Subsidiaries Subsidiary to, Dispose of any of its property, whether now owned or hereafter acquired, or, in the case of any Subsidiary, issue or sell any shares of such Subsidiary’s Equity Interests to any Person, except: (a) Dispositions in the ordinary course of business of the Borrower and its Subsidiaries (including Dispositions Disposition of obsolete or worn-out property no longer required or useful in the business or operations ordinary course of the Borrower or any of its Subsidiaries)business; (b) (i) Dispositions by any Subsidiary to the Borrower or to any other Subsidiary, (ii) Dispositions permitted by 6.03(d) and (iii) Dispositions from a Loan Party to another Loan Partysale of inventory in the ordinary course of business; (c) the sale or issuance of any Subsidiary’s Equity Interests of to any Subsidiary Loan Party, or ratably to the Borrower its existing owners, or any other Subsidiaryas permitted by Section 7.16(a) or (b); (d) Dispositions with respect any Disposition of assets (i) from one Subsidiary that is not a Guarantor to the Receivables Securitization Programanother Subsidiary that is not a Guarantor, provided (ii) from one Loan Party to another Loan Party or (iii) from a Subsidiary that the aggregate principal amount of Indebtedness related is not a Guarantor to any such Receivables Securitization Program shall not exceed the greater of (x) $150,000,000 and (y) 3.75% of Consolidated Total Assets (measured as of the date such Indebtedness is incurred and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) at any time outstandinga Loan Party; (e) Dispositions sales of property or assets by the Borrower or any Subsidiary to the extent that, as part of the same transaction or a series of related transactions, such property or assets are within 365 days after the date of such Disposition leased by the Borrower or such Subsidiary as lessee for use Cash Equivalent Investments and publicly traded securities in the ordinary course of business and for fair market value; (f) any Disposition pursuant to Section 7.17; (g) the issuance of Redeemable Capital Securities permitted by Section 7.02; and (h) the Borrower Disposition of other property not described in clauses (a) through (g) above to Persons other than the Parent and its Subsidiaries, provided that Subsidiaries for not less than fair market value as long as the aggregate fair market value of all property so disposed of does not exceed 20% of the consolidated total assets of the Parent and its Subsidiaries during the term of this Agreement; provided that (i) the EBITDA attributable to all property subject to such Dispositions shall not represent more than 15% of EBITDA and (ii) no Mortgaged Property shall be disposed; provided, that neither the Parent nor any Subsidiary may Dispose of its interests in (x) the Greens Creek Joint Venture Agreement, (y) the assets of any of the Greens Creek Joint Venture, the Greens Creek Mine, the Lucky Friday Mine or assets the Casa Xxxxxxx Mine (including its rights to receive income, distributions, products or proceeds therefrom), except with respect to inventory (which, for the avoidance of doubt, shall not include metals streaming arrangements other than as permitted by Section 7.02(n)) and obsolete, damaged, immaterial, worn out or surplus property Disposed of, in each case, measured at in the time ordinary course of business or (z) any member of the Disposition of any such property Greens Creek Group, Hecla Limited or assets) that are subject to such Dispositions and are leased by the Borrower or any Subsidiary shall not exceed the greater of (x) $100,000,000 and (y) 2.5% of Consolidated Total Assets (measured as of the date such Disposition is made and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) at any time; and (f) Dispositions of property for fair market value not covered by the foregoing clauses (a) through (e) of this Section; provided that either (i) the aggregate book value of the properties and assets subject to all such Dispositions during any fiscal year of the Borrower shall not exceed 15% of Consolidated Total Assets as at the end of the most recently ended fiscal year of the Borrower or (ii) no less than 75% of the consideration for any such Disposition shall be in the form of Cash and Cash Equivalents.Aurizon

Dispositions of Property. The Borrower will Parent shall not, and will shall not permit any of its Subsidiaries Subsidiary to, Dispose of any of its property, whether now owned or hereafter acquired, or, in the case of any Subsidiary, issue or sell any shares of such Subsidiary’s Equity Interests to any Person, except: (a) Dispositions in the ordinary course of business of the Borrower and its Subsidiaries (including Dispositions Disposition of obsolete or worn-out property no longer required or useful in the business or operations ordinary course of the Borrower or any of its Subsidiaries)business; (b) (i) Dispositions by any Subsidiary to the Borrower or to any other Subsidiary, (ii) Dispositions permitted by 6.03(d) and (iii) Dispositions from a Loan Party to another Loan Partysale of inventory in the ordinary course of business; (c) the sale or issuance of any Subsidiary’s Equity Interests of to any Subsidiary Loan Party, or ratably to the Borrower its existing owners, or any other Subsidiaryas permitted by Section 7.16(a) or (b); (d) Dispositions with respect any Disposition of assets (i) from one Subsidiary that is not a Guarantor to the Receivables Securitization Programanother Subsidiary that is not a Guarantor, provided (ii) from one Loan Party to another Loan Party or (iii) from a Subsidiary that the aggregate principal amount of Indebtedness related is not a Guarantor to any such Receivables Securitization Program shall not exceed the greater of (x) $150,000,000 and (y) 3.75% of Consolidated Total Assets (measured as of the date such Indebtedness is incurred and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) at any time outstandinga Loan Party; (e) Dispositions sales of property or assets by the Borrower or any Subsidiary to the extent that, as part of the same transaction or a series of related transactions, such property or assets are within 365 days after the date of such Disposition leased by the Borrower or such Subsidiary as lessee for use Cash Equivalent Investments and publicly traded securities in the ordinary course of business and for fair market value; (f) any Disposition pursuant to Section 7.17; (g) the issuance of Redeemable Capital Securities permitted by Section 7.02; and (h) the Borrower Disposition of other property not described in clauses (a) through (g) above to Persons other than the Parent and its Subsidiaries, provided that Subsidiaries for not less than fair market value as long as the aggregate fair market value of all property so disposed of does not exceed 20% of the consolidated total assets of the Parent and its Subsidiaries during the term of this Agreement; provided that (i) the EBITDA attributable to all property subject to such Dispositions shall not represent more than 15% of EBITDA and (ii) no Mortgaged Property shall be disposed; provided, that neither the Parent nor any Subsidiary may Dispose of its interests in (x) the Greens Creek Joint Venture Agreement, (y) the assets of any of the Greens Creek Joint Venture, the Greens Creek Mine, the Lucky Friday Mine or assets the Casa Bxxxxxx Mine (including its rights to receive income, distributions, products or proceeds therefrom), except with respect to inventory (which, for the avoidance of doubt, shall not include metals streaming arrangements other than as permitted by Section 7.02(n)) and obsolete, damaged, immaterial, worn out or surplus property Disposed of, in each case, measured at in the time ordinary course of business or (z) any member of the Disposition of any such property Greens Creek Group, Hecla Limited or assets) that are subject to such Dispositions and are leased by the Borrower or any Subsidiary shall not exceed the greater of (x) $100,000,000 and (y) 2.5% of Consolidated Total Assets (measured as of the date such Disposition is made and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) at any time; and (f) Dispositions of property for fair market value not covered by the foregoing clauses (a) through (e) of this Section; provided that either (i) the aggregate book value of the properties and assets subject to all such Dispositions during any fiscal year of the Borrower shall not exceed 15% of Consolidated Total Assets as at the end of the most recently ended fiscal year of the Borrower or (ii) no less than 75% of the consideration for any such Disposition shall be in the form of Cash and Cash Equivalents.Aurizon

Dispositions of Property. The Borrower will not, and will not permit any of its Subsidiaries to, Dispose of any property, whether now owned or, in the case of any Subsidiary, issue or sell any shares of such Subsidiary’s Equity Interests to any Person, except: (a) Dispositions the Disposition in the ordinary course of business of the Borrower and its Subsidiaries (including Dispositions of obsolete or worn-out property no longer required or useful in the business or operations of the Borrower or any of its Subsidiaries); (b) (i) Dispositions by any Subsidiary to the Borrower or to any other Subsidiary, (ii) Dispositions permitted by 6.03(dSections 6.03(b)(i) and or (iii) Dispositions from a Loan Party to another Loan Partyd); (c) the sale or issuance of Equity Interests of any Subsidiary to the Borrower or any other Subsidiary; (d) Dispositions with respect to the Receivables Securitization Program, provided that the aggregate principal amount of Indebtedness related to any such Receivables Securitization Program shall not exceed the greater of (x) $150,000,000 and (y) 3.75% of Consolidated Total Assets (measured as of the date such Indebtedness is incurred and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) 125,000,000 at any time outstanding; (e) Dispositions of property or assets by the Borrower or any Subsidiary to the extent that, as part of the same transaction or a series of related transactions, such property or assets are within 365 days after the date of such Disposition leased by the Borrower or such Subsidiary as lessee for use in the business of the Borrower and its Subsidiaries, provided that the aggregate fair market value amount of all property or assets (in each case, measured at the time of the Disposition of any such property or assets) that are subject to such Dispositions and are leased by the Borrower or any Subsidiary shall not exceed the greater of (x) $100,000,000 and (y) 2.5% of Consolidated Total Assets (measured as of the date such Disposition is made and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) at any time75,000,000; and (f) Dispositions of property for fair market value not covered by the foregoing clauses (a) through (e) of this Section; provided that that, if, at the time of any such Disposition, the Consolidated Leverage Ratio (calculated as of the most recently ended fiscal quarter of the Borrower) is less than or equal to 3.50 to 1.00, either (i) the aggregate book value of the properties and assets subject to all such Dispositions during any fiscal year of the Borrower shall not exceed 15% of Consolidated Total Assets as at the end of the most recently ended fiscal year of the Borrower or (ii) no less than 75% within 365 days after such Disposition, the Net Cash Proceeds thereof shall be (x) used to purchase productive assets for use by the Borrower or any Subsidiary in their business or (y) applied to prepay the Term Loans (in accordance with Section 2.11(b)(iii)) and the Senior Notes (to the extent required by the terms of the consideration for any such Disposition shall be in the form of Cash and Cash Equivalentsrelevant Senior Note Purchase Agreements).

Dispositions of Property. The Borrower will not, and will not permit any of its Subsidiaries to, Dispose of any property, whether now owned or, in the case of any Subsidiary, issue or sell any shares of such Subsidiary’s Equity Interests to any Person, except: (a) Dispositions in the ordinary course of business of the Borrower and its Subsidiaries (including Dispositions of obsolete or worn-out property no longer required or useful in the business or operations of the Borrower or any of its Subsidiaries); (b) (i) Dispositions by any Subsidiary to the Borrower or to any other Subsidiary, (ii) Dispositions permitted by 6.03(d) and (iii) Dispositions from a Loan Party to another Loan Party; (c) the sale or issuance of Equity Interests of any Subsidiary to the Borrower or any other Subsidiary; (d) Dispositions with respect to the Receivables Securitization Program, provided that the aggregate principal amount of Indebtedness related to any such Receivables Securitization Program shall not exceed the greater of (x) $150,000,000 and (y) 3.75% of Consolidated Total Assets (measured as of the date such Indebtedness is incurred and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) 125,000,000 at any time outstanding; (e) Dispositions of property or assets by the Borrower or any Subsidiary to the extent that, as part of the same transaction or a series of related transactions, such property or assets are within 365 days after the date of such Disposition leased by the Borrower or such Subsidiary as lessee for use in the business of the Borrower and its Subsidiaries, provided that the aggregate fair market value of all property or assets (in each case, measured at the time of the Disposition of any such property or assets) that are subject to such Dispositions and are leased by the Borrower or any Subsidiary shall not exceed the greater of (x) $100,000,000 and (y) 2.5% of Consolidated Total Assets (measured as of the date such Disposition is made and determined as of the last day of the most recent fiscal quarter for which financial statements shall have been delivered pursuant to Section 5.01(a) or Section 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the financial statements referred to in Section 3.04(a))) 75,000,000 at any time; and (f) Dispositions of property for fair market value not covered by the foregoing clauses (a) through (e) of this Section; provided that either (i) the aggregate book value of the properties and assets subject to all such Dispositions during any fiscal year of the Borrower shall not exceed 15% of Consolidated Total Assets as at the end of the most recently ended fiscal year of the Borrower or (ii) no less than 75% of within 365 days after such Disposition, the consideration for any such Disposition Net Cash Proceeds thereof shall be used to purchase productive assets for use by the Borrower or any Subsidiary in the form of Cash and Cash Equivalentstheir business.