Common use of Limitation on Sale and Leaseback Transactions Clause in Contracts

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the proceeds of such transaction are applied in compliance with Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Restricted Subsidiary, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' ’ Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness Attributable Debt pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trusteegood faith) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the proceeds of such transaction are applied in compliance with Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company Borrower shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company Borrower and the Guarantors may enter into a sale and leaseback transaction if (i) the Company Borrower or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 7.2 hereof and (b) incurred a Lien to secure such Indebtedness Attributable Debt pursuant to Section 4.12 7.3 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trusteegood faith) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the proceeds of such transaction are applied in compliance with Section 4.10 7.6 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (ia) the Company or such Guarantor Restricted Subsidiary, as the case may be, could have (ai) incurred Indebtedness in an amount equal to the Attributable Debt Indebtedness relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (bii) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (iib) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board board of Directors directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iiic) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Restricted Subsidiary, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall will not, and shall will not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (ia) the Company or such Guarantor Restricted Subsidiary, as the case may be, could have (ai) incurred Indebtedness in an amount equal to the Attributable Debt Indebtedness relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof hereof; and (bii) incurred a Lien to secure such that Indebtedness pursuant to Section 4.12 hereof, ; (iib) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such that sale and leaseback transaction transaction; and (iiic) the transfer of assets in such that sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided PROVIDED that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale Sale and leaseback transactionLeaseback Transaction; provided that the Company and the Guarantors or any of its Subsidiaries may enter into a sale Sale and leaseback transaction Leaseback Transaction if (i) the Company or such Guarantor Subsidiary, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to either (1) the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof or (2) clause (iv) of the second paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) Fair Market Value of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall Issuer will not, and shall will not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors Issuer or any Restricted Subsidiary may enter into a sale and leaseback transaction if (ia) the Company Issuer or such Guarantor Restricted Subsidiary, as the case may be, could have (ai) incurred Indebtedness in an amount equal to the Attributable Debt Indebtedness relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (bii) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereofherein, (iib) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board board of Directors directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iiic) the transfer of assets in such sale and leaseback transaction is permitted by, and the Issuer applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness Attributable Debt pursuant to 41 49 Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trusteegood faith) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the proceeds of such transaction are applied in compliance with Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Parent Entity and the Company shall not, and shall not permit any of its the Company's Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Subsidiary Guarantor may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Subsidiary Guarantor, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Guarantor may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Guarantor, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors of the Company and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The --------------------------------------------- Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (ax) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Consolidated Coverage Ratio test set forth in the first paragraph (a) of Section 4.09 hereof 3.8 and (by) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof3.13, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the net proceeds of such transaction are applied in compliance with with, Section 4.10 hereof3.10.

Limitation on Sale and Leaseback Transactions. The Company Holding shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors Holding or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company Holding or such Guarantor Restricted Subsidiary could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, ; (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and Holding applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall will not, and shall will not permit any of its Restricted Subsidiaries Subsidiary to, enter into any sale Sale and leaseback transactionLeaseback Transaction; provided PROVIDED, HOWEVER, that the Company and the Guarantors may enter into a sale Sale and leaseback transaction Leaseback Transaction if (i) the Company or such Guarantor could have (a) incurred Incurred Indebtedness (other than Indebtedness described in the third paragraph (other than clause (vi) thereof) of Section 4.12) in an amount equal to the Attributable Debt relating to such sale Sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth Leaseback Transaction in the first paragraph of compliance with Section 4.09 hereof 4.12 and (b) incurred Incurred a Lien to secure such Indebtedness pursuant to in compliance with the Section 4.12 hereof4.14, (ii) the gross cash proceeds of such sale Sale and leaseback transaction Leaseback Transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors of the Company and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale Sale and leaseback transaction Leaseback Transaction and (iii) the transfer of assets in such sale Sale and leaseback transaction Leaseback Transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, the provisions of Section 4.10 hereof4.15.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i1) the Company or such Guarantor Restricted Subsidiary, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to under the Debt to Consolidated Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii2) the gross cash proceeds of such that sale and leaseback transaction are at least equal to the fair market value (value, as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) , of the property that is the subject of such sale and leaseback transaction transaction, and (iii3) the transfer of assets in such that sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate a Board Resolution delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt Indebtedness relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Guarantor may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Guarantor, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall will not, and shall will not permit any of its Restricted Subsidiaries Subsidiary to, enter into any sale Sale and leaseback transactionLeaseback Transaction; provided provided, however, that the Company and the Guarantors may enter into a sale Sale and leaseback transaction Leaseback Transaction if (i) the Company or such Guarantor could have (a) incurred Incurred Indebtedness (other than Indebtedness described in the third paragraph (other than clause (vi) thereof) of Section 4.12) in an amount equal to the Attributable Debt relating to such sale Sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth Leaseback Transaction in the first paragraph of compliance with Section 4.09 hereof 4.12 and (b) incurred Incurred a Lien to secure such Indebtedness pursuant to in compliance with the Section 4.12 hereof4.14, (ii) the gross cash proceeds of such sale Sale and leaseback transaction Leaseback Transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors of the Company and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale Sale and leaseback transaction Leaseback Transaction and (iii) the transfer of assets in such sale Sale and leaseback transaction Leaseback Transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, the provisions of Section 4.10 hereof4.15.

Limitation on Sale and Leaseback Transactions. The Company Holdco shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors Holdco or any of its Restricted Subsidiaries may enter into a sale and leaseback transaction if (ia) the Company Holdco or such Guarantor Restricted Subsidiary, as the case may be, could have (ai) incurred Indebtedness in an amount equal to the Attributable Debt Indebtedness relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (bii) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (iib) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iiic) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or Holdco applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Restricted Subsidiary, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and or under clause (bxv) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereofthereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors Management Committee and set forth in an Officers' ’ Certificate delivered to the Trustee) of the property that is the subject of such that sale and leaseback transaction and (iii) the transfer of assets in such that sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided PROVIDED that the Company and or any Restricted Subsidiary of the Guarantors Company that is a Guarantor may enter into a sale and leaseback transaction if if: (i1) the Company or such Guarantor that Guarantor, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to under the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 1009 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 1012 hereof; provided, however, that clause (iia) of this clause (1) shall be suspended during any period in which the Company and its Restricted Subsidiaries are not subject to the Suspended Covenants; (2) the gross cash proceeds of such that sale and leaseback transaction are at least equal to the fair market value value, which (as if in excess of $10 million) shall be determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) , of the property that is the subject of such sale and leaseback transaction transaction; and (iii3) the transfer of assets in such that sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 1010 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and or a Restricted Subsidiary of the Guarantors Company may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof or pursuant to clause (vi) of the second paragraph of Section 4.09 and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof4.12, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided PROVIDED that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (ia) the Company or such Guarantor Restricted Subsidiary, as the case may be, could have (ai) incurred Indebtedness in an amount equal to the Attributable Debt Indebtedness relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (bii) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (iib) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iiic) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors any Restricted Subsidiary may enter into a sale and leaseback transaction if if: (i) the Company or such Guarantor Restricted Subsidiary could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 4.08 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 4.10 hereof, ; (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors of the Company and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction transaction; and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 4.09 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any of its Restricted Subsidiaries may enter into a sale and leaseback transaction if (i) the Company or such Guarantor Restricted Subsidiary could have (a) incurred Indebtedness Debt in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Consolidated Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness Debt pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of consideration received in connection with such sale and leaseback transaction are is at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback 50 60 transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Fedders Corporation and the Company shall not, and shall not cause or permit any of its the Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that Fedders Corporation, the Company and the Subsidiary Guarantors may enter into a sale and leaseback transaction if (i) Fedders Corporation, the Company or such Subsidiary Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Fedders Corporation's Cash Flow Coverage Ratio test set forth in the first paragraph (a) of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, 4.04; (ii) the gross net cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Fedders Corporation Board of Directors or the Board of Directors, as the case may be, and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction transaction; and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof4.05."

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided PROVIDED that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Restricted Subsidiary, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (value, as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) , of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Restricted Subsidiary, as applicable, could have have: (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, ; (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (value, as determined in good faith by the Company's or such Subsidiary's Board of Directors Directors, as the case may be, and set forth in an Officers' Certificate delivered to the Trustee) , of the property that is the subject of such sale and leaseback transaction transaction; and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company or such Guarantor Restricted Subsidiary could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, ; (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and or any Restricted Subsidiary of the Guarantors Company may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Restricted Subsidiary, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to under the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such that sale and leaseback transaction are at least equal to the fair market value (value, as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) , of the property that is the subject of such sale and leaseback transaction transaction, and (iii) the transfer of assets in such that sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transactiontransaction with respect to any property or asset of the Company or any of its Subsidiaries; provided that the Company and the Guarantors may enter into such a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is excluded from the definition of Asset Sale pursuant to clause (v) thereof, or is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, the covenant described in Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 4.09(a) hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and or a Restricted Subsidiary of the Guarantors Company may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 5.05 hereof or pursuant to clause (vi) of the second paragraph of Section 5.05 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 5.08 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 5.06 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and or a Restricted Subsidiary of the Guarantors Company may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof or pursuant to clause (vi) of the second paragraph of Section 4.09 and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof4.12, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided that the Company and the Guarantors or any Guarantor may enter into a sale and leaseback transaction if (i) the Company or such Guarantor that Guarantor, as applicable, could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, hereof and (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors of the Company and set forth in an Officers' ’ Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the proceeds of such transaction are applied in compliance with Section 4.10 hereoftransaction.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided PROVIDED that the Company and the Guarantors any Restricted Subsidiary may enter into a sale and leaseback transaction if (i) the Company or such Guarantor Restricted Subsidiary could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Fixed Charge Coverage Ratio test set forth in the first paragraph of Section 4.09 hereof and (b) in the case of a sale and leaseback transaction by the Company, incurred a Lien to secure such Indebtedness pursuant to the provisions of Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Com- pany or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.

Limitation on Sale and Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any sale and leaseback transaction; provided PROVIDED that the Company and or a Restricted Subsidiary of the Guarantors Company may enter into a sale and leaseback transaction if (i) the Company or such Guarantor could have (a) incurred Indebtedness in an amount equal to the Attributable Debt relating to such sale and leaseback transaction pursuant to the Debt to Cash Flow Ratio test set forth in the first paragraph of Section 4.09 hereof or pursuant to clause (vi) of the third paragraph of Section 4.09 hereof and (b) incurred a Lien to secure such Indebtedness pursuant to Section 4.12 hereof, (ii) the gross cash proceeds of such sale and leaseback transaction are at least equal to the fair market value (as determined in good faith by the Board of Directors and set forth in an Officers' Certificate delivered to the Trustee) of the property that is the subject of such sale and leaseback transaction and (iii) the transfer of assets in such sale and leaseback transaction is permitted by, and the Company or such Restricted Subsidiary applies the proceeds of such transaction are applied in compliance with with, Section 4.10 hereof.