Common use of Other Dispositions Clause in Contracts

Other Dispositions. If no Default or Event of Default shall have occurred and be continuing or would result therefrom, and no Material Adverse Effect has occurred or will result therefrom, Company or any Subsidiary may consummate any Asset Sale; provided that: (i) (x) the consideration for each such Asset Sale represents fair value and (y) any non-cash consideration does not exceed 25% of such consideration or such non-cash consideration otherwise qualifies as a Permitted Investment (with earn-outs and other deferred consideration not treated as part of consideration); (ii) the cumulative aggregate value of the assets subject to Asset Sales does not exceed $10,000,000 in any one fiscal year (excluding for purposes of computing such maximum amount conveyances of mere record title to any asset to a Governmental Authority to save taxes where Company or any Subsidiary has an option to require reconveyance of such property for a nominal price) for all such transactions completed during any fiscal year and (iii) to the extent such Asset Sale includes ABL Priority Collateral, the Borrowers provide the Agent an updated pro forma Borrowing Base Certificate as required by this Agreement.

Other Dispositions. If no Default or Event of Default shall have occurred and be continuing or would result therefrom, and no Material Adverse Effect has occurred or will result therefrom, Company the Borrower or any Subsidiary may consummate any Asset Sale; , provided that: (i) (x) the consideration for each such Asset Sale represents fair value and (y) any non-cash consideration does not exceed 25% of such consideration or such non-cash consideration otherwise qualifies as a Permitted Investment (with earn-earn outs and other deferred consideration not treated as part of consideration); and (ii) the cumulative aggregate value of the assets subject to Asset Sales does not exceed $10,000,000 in any one fiscal year (excluding for purposes of computing such maximum amount conveyances of mere record title to any asset to a Governmental Authority to save taxes where Company Borrower or any Subsidiary has an option to require reconveyance of such property for a nominal price) for all such transactions completed during any fiscal year and (iii) to the extent such Asset Sale includes ABL Priority Collateral, the Borrowers provide the Agent an updated pro forma Borrowing Base Certificate as required by this Agreementyear.

Other Dispositions. If no Default or Event of Default shall have occurred and be continuing or would result therefrom, and no Material Adverse Effect has occurred or will result therefrom, Company or any Subsidiary may consummate any Asset Sale; provided that: (i) (x) the consideration for each such Asset Sale represents fair value and (y) any non-cash consideration does not exceed 25% of such consideration or such non-cash consideration otherwise qualifies as a Permitted Investment (with earn-earn outs and other deferred consideration not treated as part of consideration); (ii) the cumulative aggregate value of the assets subject to Asset Sales does not exceed $10,000,000 in any one fiscal year (excluding for purposes of computing such maximum amount conveyances of mere record title to any asset to a Governmental Authority to save taxes where Company or any Subsidiary has an option to require reconveyance of such property for a nominal price) for all such transactions completed during any fiscal year and (iii) to the extent such Asset Sale includes ABL Priority Collateral, the Borrowers provide the Agent Co-Collateral Agents an updated pro forma Borrowing Base Certificate as required by this Agreement.