Limitations on Asset Sales. (a) The Borrower shall not effect or permit any sale of all any portion of, without the prior written consent of the Majority Lenders, any Collateral. (b) Without limitation to clause (a) above, the Borrower shall not, without the prior written consent of the Majority Lenders, effect or permit any Asset Sale or asset exchange other than: (i) sales or other dispositions of assets that do not constitute Asset Sales; (ii) Asset Sales; provided that (A) the proceeds thereof (valued at Fair Market Value), when aggregated with the proceeds of all other Asset Sales made on or after the Closing Date are less than U.S.$10,000,000, (B) the consideration received by the Borrower in such Asset Sale shall be at least equal to the Fair Market Value of the assets sold and shall be in cash or in long-term productive assets or Properties used in the business of the Borrower and (C) the Net Cash Proceeds thereof shall be applied as required by Section 3.4(a); and (iii) Investments made in accordance with Section 7.26.
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