Notices of Asset Sales and/or Acquisitions. The Borrower shall deliver to the Administrative Agent and the Lenders written notice of each of the following upon the occurrence thereof:
(a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, for consideration in excess of $500,000,000, (b) an acquisition of assets, in a single transaction or series of related transactions, for consideration in excess of $500,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions, in connection with Indebtedness aggregating an amount in excess of $500,000,000.
Notices of Asset Sales and/or Acquisitions. The Borrower or RMOP shall deliver to the Administrative Agent and the Lenders written notice of each of the following not less than five (5) Business Days prior to the occurrence thereof:
(a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, (b) an acquisition of assets, in a single transaction or series of related transactions within the two preceding calendar quarter period, for consideration in excess of $50,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions. In addition, simultaneously with delivery of any such notice, the Borrower or RMOP shall deliver to the Administrative Agent a certificate of an Authorized Officer certifying that Borrower and RMOP are in compliance with this Agreement and the other Loan Documents both on a historical basis and on a pro forma basis, exclusive of the property sold, transferred and/or encumbered and inclusive of the property to be acquired or the indebtedness to be incurred. To the extent such proposed transaction would result in a failure to comply with the financial covenants set forth herein, proceeds of such transaction (together with such additional amounts as may be required), in an amount, as determined by the Administrative Agent, equal to that which would be required to reduce the Obligations so that Borrower and RMOP will be in compliance with the covenants set forth herein upon the consummation of the contemplated transaction, shall be applied to prepay the Obligations.
Notices of Asset Sales and/or Acquisitions. The Borrower shall deliver to the Administrative Agent and the Lenders written notice of each of the following events affecting the Company, the Borrower or their respective Subsidiaries not less than five (5) Business Days prior to the occurrence thereof: (a) a sale, transfer or other disposition of (i) an Unencumbered Project or Unencumbered New York City Asset or (ii) other assets, in a single transaction or series of related transactions within the two preceding calendar quarter periods, for consideration in excess of $50,000,000, (b) an acquisition of assets, in a single transaction or series of related transactions within the two preceding calendar quarter period, for consideration in excess of $50,000,000, (c) the grant of a Lien with respect to (i) an Unencumbered Project or Unencumbered New York City Asset or (ii) other assets, in a single transaction or series of related transactions within the two preceding calendar quarter periods, for consideration in excess of $50,000,000 and (d) a release from an escrow account of the proceeds of a qualified, deferred exchange under ss.1031 of the Internal Revenue Code. In addition, simultaneously with delivery of any such notice, the Borrower shall deliver to the Administrative Agent a certificate of an Authorized Officer certifying that Borrower is in compliance with this Agreement and the other Loan Documents both on a historical basis and on a pro forma basis, exclusive of the property sold, transferred and/or encumbered and inclusive of the property to be acquired or the indebtedness to be incurred. To the extent such proposed transaction would result in a failure to comply with the covenants set forth herein, the Borrower shall (i) apply the proceeds of such transaction (together with such additional amounts as may be required), to prepay the Obligations in an amount, as determined by the Administrative Agent, equal to that which would be required to reduce the Obligations so that Borrower will be in compliance with the covenants set forth herein upon the consummation of the contemplated transaction, to the extent such proceeds are not applied pursuant to clauses (ii) or (iii); (ii) to the extent applicable, segregate the net proceeds of such transaction in an escrow account with the Administrative Agent or with a financial institution reasonably acceptable to the Administrative Agent and apply such net proceeds solely to a qualified, deferred exchange under ss.1031 of the Internal Revenue Code that re...
Notices of Asset Sales and/or Acquisitions. The Operating Partnership shall deliver to the Administrative Agent and the Lenders written notice of each of the following upon the occurrence thereof:
(a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, for consideration in excess of $500,000,000, (b) an acquisition of assets, in a single transaction or series of related transactions, for consideration in excess of $500,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions, in connection with Indebtedness aggregating an amount in excess of $500,000,000.
Notices of Asset Sales and/or Acquisitions. The Borrower shall deliver to the Administrative Agent written notice of each of the following on a quarterly basis for the quarter then ended, together with the quarterly or annual reports delivered under Sections 7.2(a) or 7.2(b), as applicable: (a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, for consideration in excess of $100,000,000, (b) an acquisition of assets, in a single transaction or series of related transactions, for consideration in excess of $100,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions, in connection with Indebtedness aggregating an amount in excess of $100,000,000.
Notices of Asset Sales and/or Acquisitions. The Borrower shall ------------------------------------------ deliver to the Administrative Agent and the Lenders written notice of each of the following, to the extent of the Borrower's knowledge thereof, upon the occurrence thereof, involving Credit Party or any of its Subsidiaries:
(a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, for consideration in excess of $200,000,000, (b) an acquisition of assets, in a single transaction or series of related transactions, for consideration in excess of $200,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions, in connection with Indebtedness aggregating an amount in excess of $200,000,000.
Notices of Asset Sales and/or Acquisitions. The Borrower shall deliver to the Co-Agents and the Lenders written notice of each of the following upon the occurrence thereof:
(a) a sale, transfer or other disposition of Real Property or any interests therein, in a single transaction or series of related transactions, for consideration in excess of $100,000,000, (b) an acquisition of Real Property or any interest therein, in a single transaction or series of related transactions, for consideration in excess of $100,000,000 and (c) the grant of a Lien with respect to Real Property or any interest therein, in a single transaction or series of related transactions, in connection with Indebtedness aggregating an amount in excess of $200,000,000.
Notices of Asset Sales and/or Acquisitions. The Borrower shall deliver to the Administrative Agent and the Lenders written notice of each of the following upon the occurrence thereof:
(a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, by the Loan Party or their Subsidiaries for consideration in excess of $200,000,000 (exclusive of any sale, transfer or other disposition of any non-mall assets of JP Realty, Inc. and its Subsidiaries), (b) an acquisition of assets, in a single transaction or series of related transactions, by the Loan Party or their Subsidiaries for consideration in excess of $400,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions, by the Loan Party in connection with Indebtedness aggregating an amount in excess of $400,000,000.
Notices of Asset Sales and/or Acquisitions. The Borrower shall deliver to the Payment and Disbursement Agent and the Lenders written notice of each of the following upon the occurrence thereof: (a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, for consideration in excess of $250,000,000, (b) an acquisition of assets, in a single transaction or series of related transactions, for consideration in excess of $250,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions, in connection with Indebtedness aggregating an amount in excess of $250,000,000.
Notices of Asset Sales and/or Acquisitions. The Borrower shall deliver to the Administrative Agent and the Lenders written notice of each of the following upon the occurrence thereof: (a) a sale, transfer or other disposition of assets, in a single transaction or series of related transactions, by the Borrower or their Subsidiaries for consideration in excess of $200,000,000 (exclusive of any sale, transfer or other disposition of any non-mall assets of Price Development Company, Limited Partnership and its Subsidiaries), (b) an acquisition of assets, in a single transaction or series of related transactions, by the Borrower or their Subsidiaries for consideration in excess of $400,000,000, and (c) the grant of a Lien with respect to assets, in a single transaction or series of related transactions, by the Borrower in connection with Indebtedness aggregating an amount in excess of $400,000,000.
