Sale-Leaseback Transaction. Notwithstanding anything to the contrary in any Operative Agreement, upon not less than thirty (30) days’ prior written notice to the parties hereto, if no Event of Default has occurred and is continuing, Borrower shall have the right to sell, at any time within eighteen (18) months following the closing date of the financing of the final Eligible Aircraft, and transfer title to the Aircraft to an owner trustee for the benefit of an owner participant in a transaction in which such owner trustee assumes all of Borrower’s obligations under the Equipment Notes and the Mortgage on a non-recourse basis (with Borrower being released from such obligations, except to the extent accrued before the assumption), leases the Aircraft to Borrower, and assigns such lease to Security Agent pursuant to an amended and restated mortgage (a “Sale-Leaseback”); provided, that there shall be no more than three (3) Eligible Aircraft subject to a Sale-Leaseback at any time. In connection with such Sale-Leaseback with respect to the Aircraft, each of the parties hereto (or their successors) will execute and deliver appropriate documentation, if reasonably satisfactory in form and substance to it, permitting the owner trustee to assume Borrower’s obligations under the Equipment Notes and the Mortgage on a non-recourse basis, releasing Borrower from all obligations in respect of the Equipment Notes and Mortgage (except to the extent accrued before the assumption), and take all other actions as are reasonably necessary to permit such assumption by the owner trustee. In connection with any such Sale-Leaseback, (a) the documents, each in form and substance reasonably acceptable to Security Agent, shall include, but not be limited to, (1) a participation agreement among the parties hereto (or their successors), the owner trustee, and the owner participant, (2) a net lease agreement between Borrower and the owner trustee providing for minimum rent payments equal in timing and amounts to all required debt service payments under the Operative Agreements and for a covenant or obligation equivalent to all other financial and non-financial obligations of Borrower under the Operative Agreements, (3) an amended and restated mortgage (amending and restating the Mortgage) between Security Agent and owner trustee, (4) a purchase agreement assignment, and (5) a trust agreement between the owner trustee and the owner participant; and (b) the Equipment Notes shall be delivered to Security Agent for ca...
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Sale-Leaseback Transaction. The Borrower shall not, and shall not permit any Subsidiary to, enter into any Sale Leaseback Transaction providing for the sale of any portion of any Principal Property unless the book value (as of the end of the fiscal quarter immediately preceding the date of such Sale Leaseback Transaction) of the assets sold in connection with such Sale Leaseback Transaction, when aggregated with the book value of all assets sold in connection with all other Sale Leaseback Transactions pertaining to such Principal Property, does not exceed an amount equal to 33-1/3% of the book value of such Principal Property as of September 30, 2002. Any Sale Leaseback Transaction permitted pursuant to the preceding sentence shall be treated as a Disposition for purposes of Section 7.01(b)(v). The Borrower and its Subsidiaries may enter into Sale Leaseback Transactions providing for the sale of other assets and the leaseback of such assets to the Borrower or any Subsidiary, provided that, any Sale Leaseback Transaction involving such a sale shall be treated as a Disposition for purposes of Section 7.01(b)(v).
Sale-Leaseback Transaction. Trustees acknowledge that they have been advised that (“System Lessor”) is providing financial accommodations to Licensee to finance the System which has been installed at the Premises. Trustees have been advised that Licensee and System Lessor intend to enter into a lease financing transaction (the “Transaction”), pursuant to which System Lessor will purchase the System from Licensee pursuant to a Master Purchase and Sale Agreement, dated as of , 20 (the “Master Purchase and Sale Agreement”), and Licensee will lease the System from System Lessor pursuant to a Master Lease Agreement, dated as of , 20 (the “Master Lease Agreement”), with [name of System Lessor] acting as “System Lessor”, as such term is defined in the Agreement.
Sale-Leaseback Transaction. The Company shall not, and shall not permit any Restricted Subsidiary to, enter into any Sale Leaseback Transaction, except for arrangements providing for the sale of all or any portion of the Principal Properties to one or more lenders or investors if such assets so sold are leased back by the Company, CRCCLP or a Restricted Subsidiary, provided that, any Sale Leaseback Transaction involving such a sale shall be treated as a Disposition for purposes of Section 8.1(b)(iv).
Sale-Leaseback Transaction. The Agent shall have received evidence satisfactory to it that (i) the Sale/Leaseback Transaction shall have closed on the terms approved by the Agent and the Lenders, (ii) the Borrowers shall have received Net Cash Disposition Proceeds of at least $59,000,000 from the Sale/Leaseback Transaction and (iii) the Net Cash Disposition Proceeds from the Sale/Leaseback Transaction shall have been paid to the Agent for distribution to the Persons contemplated in SECTION 2.1 of this Amendment.
Sale-Leaseback Transaction. In accordance with and subject to the terms and conditions of this Agreement, the following shall occur contemporaneously at Closing:
(a) Seller shall sell and convey to the applicable Landlord, and Buyer shall cause such Landlord to purchase and accept from Seller, those Locations to be included in the applicable Lease and the Intangible Property associated therewith; (b) Buyer shall cause the applicable Landlord to lease to Seller, and Seller shall accept and take from such Landlord, such Locations and Intangible Property; and (c) Lease Guarantor shall guarantee the Seller’s obligations as Tenant under each such Lease in accordance with the terms of the applicable Lease Guaranty.
Sale-Leaseback Transaction. Borrower now desires to enter into a sale/leaseback transaction for certain Equipment with a value of approximately $1,000,000 (the “Sale/Leaseback”), which would be prohibited by Section 9.7(b) of the Loan Agreement (the Borrower having already sold assets during the current fiscal year with a value of approximately $900,000, which when added to the value of the Equipment in the Sale/Leaseback, would exceed the maximum aggregate sum permitted in clause (vi) of Section 9.7(b) of the Loan Agreement). Agent and Co-Lender hereby consent to the Sale/Leaseback and agree that the Sale/Leaseback will not constitute a Default or Event of Default under the Loan Agreement.
Sale-Leaseback Transaction. No Obligor shall enter into any sale-leaseback transaction, unless:
(i) the asset(s) subject to such transaction are not subject to the Security;
(ii) after giving effect thereto, the Company is in compliance with Section 6.01(m) (Affirmative Covenants) on a Consolidated Basis; and
(iii) such Obligor receives fair market value and one hundred percent (100%) cash consideration for such sale-leaseback transaction, paid at the time of closing thereof; and
Sale-Leaseback Transaction. An arrangement relating to property now owned or hereafter acquired whereby the Borrower or a direct or indirect Subsidiary of the Borrower transfers such property to a Person and the Borrower or a direct or indirect Subsidiary of the Borrower leases it from such Person, including without limitation contingent obligations with respect to "off balance sheet" or "synthetic" leases (i.e. leases where for tax purposes the lessee is treated as the owner of the leased property but for GAAP purposes the lease is treated as an operating lease and the lessor is treated as the owner of the leased property), other than (a) leases between the Borrower and a direct or indirect Subsidiary of the Borrower or between any direct or indirect Subsidiaries of the Borrower and (b) such arrangements if the property so transferred is personal property and is transferred to such Person within ninety (90) days of the original acquisition thereof and is leased from such Person pursuant to an operating lease. Security Agreement. The Security Agreement between the Borrower, on the one hand, and the Agents, on the other, in substantially the form of Exhibit E. Solvent. See 6.
