No Sales of Assets. Without the prior written consent of the Class A Member, the Company will not, and will not enter into any agreement or option to, sell, transfer, assign or otherwise dispose of any of the Company’s interests in any Company Asset including any direct or indirect interest in any Subsidiary or any Property (excluding transfers of immaterial items of personal property in the ordinary course of business), nor will it permit any Subsidiary to, or to enter into any agreement or option to, sell, transfer, assign or otherwise dispose of any Property (excluding transfers of immaterial items of personal property in the ordinary course of business), except (i) for all-cash consideration and (ii) in an amount that would, after taking into account any amounts payable under the Senior Loan Documents, result in the Company receiving an amount equal to or greater than such Property’s Release Payment, unless the Redemption Price is paid in full.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (American Realty Capital Hospitality Trust, Inc.), Limited Liability Company Agreement (American Realty Capital Hospitality Trust, Inc.), Limited Liability Company Agreement (W2007 Grace Acquisition I Inc)
No Sales of Assets. Without the prior written consent of the Class A Member, the Company will not, and will not enter into any agreement or option to, sell, transfer, assign or otherwise dispose of any of the Company’s interests in any Company Asset including any direct or indirect interest in any Subsidiary or any Property (excluding transfers of immaterial items of personal property in the ordinary course of business), nor will it permit any Subsidiary to, or to enter into any agreement or option to, sell, transfer, assign or otherwise dispose of any Property (excluding transfers of immaterial items of personal property in the ordinary course of business), except (i) for all-cash consideration and (ii) in an amount that wouldwould (in the case of the Senior Loan Properties, after taking into account any amounts payable under the Senior Loan Documents, ) result in the Company receiving an amount equal to or greater than such Property’s Release Payment, unless the Redemption Price is paid in full.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Hospitality Investors Trust, Inc.)