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

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, unless (i) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes pursuant to Section 2.04 hereof or (ii) the Company, within twelve months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes and other Indebtedness ranking pari passu with the Notes as a result of conversions, pursuant to mandatory sinking funds or mandatory prepayment provisions or by payment at maturity) of Notes or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction.

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, Property unless (i) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes Company’s obligations under this Agreement pursuant to Section 2.04 hereof 6.01 or (ii) the Company, within twelve six months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes and other any Indebtedness ranking pari passu with the Notes Company’s obligations under this Agreement as a result of conversions, conversions or pursuant to mandatory sinking funds fund or mandatory prepayment provisions or by payment at maturity) of Notes or other any Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, Company’s obligations under this Agreement an amount equal to the Attributable Indebtedness with in respect to of such Sale/Leaseback Transaction; provided that the foregoing will not prevent the Company or any Restricted Subsidiary from (x) entering into any Sale/Leaseback Transaction involving a lease with a term of less than three years or (y) entering into any Sale/Leaseback Transaction between the Company and a Restricted Subsidiary or between Restricted Subsidiaries.

Limitation on Sale/Leaseback Transactions. The Company shall will not, and shall will not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, unless (i) the Company or such Restricted Subsidiary, as the case may be, receives consideration at the time of such Sale/Leaseback Transaction at least equal to the fair market value (as evidenced by a resolution of the Board of Directors delivered to the Trustee) of the property subject to such transaction; (ii) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Property securing with respect thereto could have Incurred Indebtedness in an amount equal to the Attributable Indebtedness with in respect of such Sale/Leaseback Transaction pursuant to 58 52 Section 3.3 of this Indenture; (iii) the Company or such Restricted Subsidiary would be permitted to create a Lien on the property subject to such Sale/Leaseback Transaction without securing the Notes pursuant to Securities by the covenant described under Section 2.04 hereof or 3.11 of this Indenture; and (iiiv) the Company, within twelve months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes Transaction is treated as an Asset Disposition and other Indebtedness ranking pari passu with the Notes as a result of conversions, pursuant to mandatory sinking funds or mandatory prepayment provisions or by payment at maturity) of Notes or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses all of the Company or its Subsidiaries or conditions of this Indenture described under Section 3.7 of this Indenture (zincluding the provisions concerning the application of Net Available Cash) any combination of the foregoing, an amount equal to the Attributable Indebtedness are satisfied with respect to such Sale/Leaseback Transaction, treating all of the consideration received in such Sale/Leaseback Transaction as Net Available Cash for purposes of such covenant.

Limitation on Sale/Leaseback Transactions. The Company Neither the Issuer nor the Guarantor shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, unless (i) the Company Issuer or such Restricted Subsidiary the Guarantor would be entitled to create a Lien on such Principal Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes pursuant to Section 2.04 hereof or (ii) the CompanyIssuer or the Guarantor, within twelve months one year from the effective date of such Sale/Leaseback Transaction, applies apply to (x) the voluntary defeasance or retirement (excluding retirements of Notes and other Indebtedness ranking pari passu with the Notes as a result of conversions, pursuant to mandatory sinking funds or mandatory prepayment provisions or by payment at maturity) of Notes or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property real property, plant and equipment used or useful in the businesses of the Company Guarantor or its Subsidiaries or (z) any combination of the foregoing, an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction.

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, Restricted Property unless (ia) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Restricted Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes Debt Securities pursuant to Section 2.04 hereof 4.11 or (iib) the Company, within twelve six months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes Debt Securities and other Indebtedness ranking pari passu with the Notes Debt Securities as a result of conversions, conversions or pursuant to mandatory sinking funds fund or mandatory prepayment provisions or by payment at maturity) of Notes Debt Securities or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, Debt Securities an amount equal to the Attributable Indebtedness with in respect to of such Sale/Leaseback Transaction.

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, Property unless (i) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes Debt Securities pursuant to Section 2.04 hereof 4.07 or (ii) the Company, within twelve six months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes Debt Securities and other Indebtedness ranking pari passu with the Notes Debt Securities as a result of conversions, conversions or pursuant to mandatory sinking funds fund or mandatory prepayment provisions or by payment at maturity) of Notes Debt Securities or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, Debt Securities an amount equal to the Attributable Indebtedness with in respect to of such Sale/Leaseback Transaction.; provided that the foregoing will not prevent the Company or any Restricted Subsidiary from (x) entering into any Sale/Leaseback Transaction involving a lease with a term of less than three years or (y) entering into any Sale/Leaseback Transaction between the Company and a Restricted Subsidiary or between Restricted Subsidiaries. 56 47

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, unless (i) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes pursuant to Section 2.04 204 hereof or (ii) the Company, within twelve six months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes and other Indebtedness ranking pari passu with the Notes as a result of conversions, pursuant to mandatory sinking funds or mandatory prepayment provisions or by payment at maturity) of Notes or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, Notes an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction.

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries toSubsidiary, to enter into any Sale/Leaseback Transaction with respect to any Principal Property, unless property unless: (i1) the Company or such Restricted Subsidiary would be entitled to create (A) other than during the continuance of a Lien on such Principal Property securing Suspension Period, Incur Indebtedness in an amount equal to the Attributable Indebtedness Debt with respect to such Sale/Leaseback Transaction pursuant to Section 10.13 and (B) create a Lien on such property securing such Attributable Debt without equally and ratably securing the Notes pursuant to Section 2.04 hereof 10.17; provided, however, that whether or not the Company or any Restricted Subsidiary could create such a Lien as set forth in Section 10.14(1)(B), and in addition to any Permitted Liens, the Company or any Restricted Subsidiary shall be entitled to create Liens to secure Attributable Debt in respect of Sale/Leaseback Transactions in an aggregate principal amount at any one given time outstanding that does not exceed 2.0% of Consolidated Tangible Assets as of the date of such Incurrence without equally and ratably securing the Notes; (ii2) the Company, within twelve months from gross proceeds received by the effective date of Company or such Restricted Subsidiary in connection with such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes and other Indebtedness ranking pari passu with the Notes as a result of conversions, pursuant to mandatory sinking funds or mandatory prepayment provisions or by payment Transaction are at maturity) of Notes or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, an amount least equal to the Attributable Indebtedness with respect fair market value of such property; and (3) to the extent that such Sale/Leaseback TransactionTransaction involves an Asset Disposition, the Company or any Restricted Subsidiary applies the proceeds of such transaction in compliance with Section 10.16.

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal Property, Property unless (i) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes Debt Securities pursuant to Section 2.04 hereof 4.10 or (ii) the Company, within twelve six months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes Debt Securities and other Indebtedness ranking pari passu PARI PASSU with the Notes Debt Securities as a result of conversions, conversions or pursuant to mandatory sinking funds fund or mandatory prepayment provisions or by payment at maturity) of Notes Debt Securities or other Indebtedness ranking pari passu PARI PASSU with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, Debt Securities an amount equal to the Attributable Indebtedness with in respect to of such Sale/Leaseback Transaction.

Limitation on Sale/Leaseback Transactions. The Company shall not, and shall not permit any of its Restricted Subsidiaries to, enter into any Sale/Leaseback Transaction with respect to any Principal PropertyProperty other than any such Sale/Leaseback Transaction involving a lease for a term of not more than three years or any such Sale/Leaseback Transaction between the Company and one of its Subsidiaries or between the Company’s Subsidiaries, unless (i) the Company or such Restricted Subsidiary would be entitled to create a Lien on such Principal Property securing Indebtedness in an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction without securing the Notes pursuant to Section 2.04 hereof or (ii) the Company, within twelve six months from the effective date of such Sale/Leaseback Transaction, applies to (x) the voluntary defeasance or retirement (excluding retirements of Notes and other Indebtedness ranking pari passu with the Notes as a result of conversions, pursuant to mandatory sinking funds or mandatory prepayment provisions or by payment at maturity) of Notes or other Indebtedness ranking pari passu with the Notes, (y) the acquisition, construction, development or improvement of any Principal Property used or useful in the businesses of the Company or its Subsidiaries or (z) any combination of the foregoing, Notes an amount equal to the Attributable Indebtedness with respect to such Sale/Leaseback Transaction.