Common use of Limitation on Asset Swaps Clause in Contracts

Limitation on Asset Swaps. Neither the Company nor any of its Subsidiaries shall, and shall not permit any of their Subsidiaries to, in one or a series of related transactions, directly or indirectly, engage in any Asset Swaps, unless: (i) at the time of entering into the agreement to swap assets and immediately after giving effect to the proposed Asset Swap, no Default or Event of Default shall have occurred and be continuing or would occur as a consequence thereof; (ii) the Company would, after giving PRO FORMA effect to the proposed Asset Swap, have been permitted to incur at least $1.00 of additional Indebtedness pursuant to the Leverage Ratio; (iii) the respective fair market values of the assets being purchased and sold by the Company or any of its Subsidiaries (as determined in good faith by the management of the Company or, if such Asset Swap includes consideration in excess of $2.5 million by the Board of Directors of the Company, as evidenced by a Board Resolution) are substantially the same at the time of entering into the agreement to swap assets; and (iv) at the time of the consummation of the proposed Asset Swap, the percentage of any decline in the fair market value (determined as aforesaid) of the asset or assets being acquired by the Company and its Subsidiaries shall not be significantly greater than the percentage of any decline in the fair market value (determined as aforesaid) of the assets being disposed of by the Company or its Subsidiaries, calculated from the time the agreement to swap assets was entered into.

Limitation on Asset Swaps. Neither the The Company nor any of its Subsidiaries shallshall not, and shall not permit any of their its Restricted Subsidiaries to, in one or a series of related transactions, directly or indirectly, engage in any Asset SwapsSwap, unless: : (i) at the time of entering into the agreement to swap assets Asset Swap and immediately after giving effect to the proposed Asset Swap, no Default or Event of Default shall have occurred and be continuing or would occur as a consequence thereof; ; (ii) the Company would, at the time of entering into the Asset Swap and after giving PRO FORMA pro forma effect to the proposed Asset Swap, as if such Asset Swap had occurred at the beginning of the applicable four-quarter period, have been permitted to incur at least $1.00 of additional Indebtedness Debt (other than Permitted Debt) pursuant to the Leverage Ratio; first paragraph of Section 1009; (iii) the respective aggregate fair market values of the assets being purchased and sold by the Company or any of its Restricted Subsidiaries (as determined in good faith by the management of the Company or, if such Asset Swap includes consideration in excess of $2.5 million by the Board of Directors of the Company, as evidenced by a Board Resolution) are substantially the same at the time of entering into the agreement Asset Swap (or any difference in such aggregate fair market value is substantially compensated for by an equalizing (i) payment of cash, (ii) assumption of liabilities or (iii) taking of assets subject to swap assetsliabilities); and and (iv) at the time of the consummation of the first to occur of the relinquishment or the replacement of assets constituting part of the proposed Asset Swap, the percentage of any decline in the fair market value (determined as aforesaid) of the asset or assets being acquired by the Company and its Restricted Subsidiaries shall not be significantly greater than the percentage of any decline in the fair market value (determined as aforesaid) of the assets being disposed of by the Company or its SubsidiariesCompany, calculated from the time the last agreement to swap assets constituting part of the Asset Swap was entered into.

Limitation on Asset Swaps. Neither the The Company nor any of its Subsidiaries shallwill not, and shall will not permit any of their its Restricted Subsidiaries to, in one or a series of related transactions, directly or indirectly, engage in any Asset Swaps, unless: : (i) at the time of entering into the agreement to swap assets and immediately after giving effect to the proposed Asset Swap, no Default or Event of Default shall will have occurred and be continuing or would occur as a consequence thereof; ; (ii) the Company would, at the time of entering into the agreement to swap assets and after giving PRO FORMA pro forma effect to the proposed Asset SwapSwap as if such Asset Swap had occurred at the beginning of the applicable four-quarter period, have been permitted to incur at least $1.00 of additional Indebtedness pursuant to the Leverage Ratio; Ratio test set forth in Section 4.9(a); (iii) the respective fair market values Fair Market Values of the assets being purchased and sold by the Company or any of its Restricted Subsidiaries (as determined in good faith by the management of the Company or, if such Asset Swap includes consideration in excess of $2.5 million by the Board of Directors of the Company, as evidenced by a Board Resolution) are substantially the same at the time of entering into the agreement to swap assets; and and (iv) at the time of the consummation of the proposed Asset Swap, the percentage of any decline in the fair market value (determined as aforesaid) Fair Market Value of the asset or assets being acquired by the Company and its Subsidiaries shall Restricted Securities will not be significantly greater than the percentage of any decline in the fair market value (determined as aforesaid) Fair Market Value of the assets being disposed of by the Company or its Restricted Subsidiaries, calculated from the time the agreement to swap assets was entered into.

Limitation on Asset Swaps. Neither the The Company nor any of its Subsidiaries shallshall not, and shall not permit any of their its Restricted Subsidiaries to, in one or a series of related transactions, directly or indirectly, engage in any Asset SwapsSwap, unless: : (ia) at the time of entering into the agreement to swap assets Asset Swap and immediately after giving effect to the proposed Asset Swap, no Default or Event of Default shall have occurred and be continuing or would occur as a consequence thereof; ; (ii) the Company would, after giving PRO FORMA effect to the proposed Asset Swap, have been permitted to incur at least $1.00 of additional Indebtedness pursuant to the Leverage Ratio; (iiic) the respective aggregate fair market values of the assets being purchased and sold by the Company or any of its Restricted Subsidiaries (as determined in good faith by the management of the Company or, if such Asset Swap includes consideration in excess of $2.5 million by the Board of Directors of the Company, as evidenced by a Board Resolution) are substantially the same at the time of entering into the agreement Asset Swap (or any difference in such aggregate fair market value is substantially compensated for by an equalizing (i) payment of cash, (ii) assumption of liabilities or (iii) taking of assets subject to swap assetsliabilities); and and (ivd) at the time of the consummation of the first to occur of the relinquishment or the replacement of assets constituting part of the proposed Asset Swap, the percentage of any decline in the fair market value (determined as aforesaid) of the asset or assets being acquired by the Company and its Restricted Subsidiaries shall not be significantly greater than the percentage of any decline in the fair market value (determined as aforesaid) of the assets being disposed of by the Company or its SubsidiariesCompany, calculated from the time the last agreement to swap assets constituting part of the Asset Swap was entered into.