Limitations on Sales of Assets. Convey, sell, lease, assign transfer or otherwise dispose of its property, business or assets (including, without limitation, the sale of any receivables and leasehold interests and any sale-leaseback or similar transaction) whether now owned or hereafter acquired except:
Limitations on Sales of Assets. Neither the Borrower nor any Restricted Subsidiary will convey, sell, lease, assign, transfer or otherwise dispose of any of its Property or business (including stock of Subsidiaries, receivables and leasehold interests), whether now owned or hereafter acquired, except:
Limitations on Sales of Assets. Holdings shall not, and shall not permit any of its Subsidiaries to, make any Asset Sale unless no Default or Event of Default exists and is continuing or is created by such disposition, such Asset Sale is not in conflict with the obligations of Holdings and the Borrower under the Share Purchase Agreement and:
Limitations on Sales of Assets. (A) Sell, lease, transfer or otherwise dispose of, or permit any of its Subsidiaries to sell, lease, transfer or otherwise dispose of, any asset listed on the Anticipated Sales Proceeds Certificate delivered on or prior to the Closing Date if (i) the Net Cash Proceeds from the sale, lease, transfer or disposition of such asset is less than 75% of the Anticipated Sales Proceeds for such assets as set forth on such Certificate and (ii) such deficiency is greater than $1,000,000 or (B) sell, lease, transfer or otherwise dispose of, or permit any of its Subsidiaries to sell, lease, transfer or dispose of, any of the promissory notes listed on Annex J, any of the assets listed on Annex K or any other assets not otherwise referred to in this subsection for which the Net Cash Proceeds are greater than $1,000,000, in each case in this subclause (B) without providing prior notice to the Lenders and reasonable opportunity for the Lenders to review and discuss with the Borrower the proposed transaction, provided, that at any time the Borrower or any of its Subsidiaries shall not sell, transfer or otherwise dispose of less than all of its interest in any of its Subsidiaries; and provided, further, that at any time the Borrower or any of its Subsidiaries shall not sell, transfer or otherwise dispose of assets if in connection with any such transaction any consideration is received, directly or indirectly, by any officer or director, or former officer or director of the Borrower or of any Subsidiary and provided, further, that any notes received as part of the consideration in a sale or other disposition of assets permitted hereunder shall be secured by such assets (to the extent such assets do not secure the financing by the respective purchaser of such assets) and such notes shall be pledged by the respective owner thereof to the Collateral Agent."
Limitations on Sales of Assets. Except as set forth in this ---------------------------------- Agreement, the Security Agreement, the Notes or the Warrants, neither the Company nor the Subsidiaries shall permit or place any material restriction, directly or indirectly, on assets or properties of the Company or the Subsidiaries.
Limitations on Sales of Assets. Each Borrower expressly covenants and agrees that it will not sell or dispose of any of its assets or properties (other than (i) sales of inventory in the ordinary course of business and dispositions of assets and properties of negligible value no longer used or useful in such Borrower's business and (ii) other sales and dispositions for fair market value that, when aggregated with all other sales and dispositions pursuant to this clause (ii), is in exchange for up to $100,000 of gross sales proceeds received by a Borrower, provided that no Borrower shall dispose of any portion of its books and records), regardless of whether a particular asset or property constitutes Collateral, without the prior consent of the Agent. The Agent's consent shall be requested no less than ten (10) days prior to the scheduled closing date of a proposed sale. The Net Proceeds of any sale consented to by the Agent shall be used solely to reduce the Outstanding balance of the Revolving Credit Loans.
