Sale of All or Substantially All Assets. Sell, lease, transfer or otherwise dispose of all or substantially all of its assets, in each case for the Company and its Subsidiaries taken as a whole, unless any such sale, lease, transfer or other disposition is made on an arms-length basis for fair consideration (as reasonably determined by the Company).
Sale of All or Substantially All Assets. Cash Available for Distribution derived from the sale of all or substantially all of the assets of the Partnership (or of all of the Investment Entities) will be distributed to the Partners as provided in Section 10.2(a).
Sale of All or Substantially All Assets. Within ten (10) Business Days following the sale of all or substantially all of the assets of any Unrestricted Subsidiary and repayment of all Indebtedness thereof, cause to be distributed to the Borrower any Net Cash Proceeds of such sale (determined as if each reference in the definition of “Net Cash Proceeds” to a Restricted Subsidiary was to an Unrestricted Subsidiary) remaining after repayment of the Indebtedness of such Unrestricted Subsidiary and repayment of (or establishment of reasonable reserves for) any other liabilities of such Unrestricted Subsidiary.
Sale of All or Substantially All Assets. Sell, lease, transfer or otherwise dispose of all or substantially all of its assets, or grant any option or other right to purchase, lease or otherwise acquire all or substantially all of its assets, in each case for the Company and the Company and its Subsidiaries taken as a whole, except in connection with (i) a transaction authorized by Section 5.02(b) or (ii) any Qualified Receivables Transaction or Third-Party Vendor Financing Programs.
Sale of All or Substantially All Assets. Sell, lease, transfer or otherwise dispose of all or substantially all of its assets, in each case for the Company and the Company and its Subsidiaries taken as a whole, except in connection with (i) a transaction authorized by Section 5.02(b) or (ii) any Qualified Receivables Transaction or Third-Party Vendor Financing Programs. For the avoidance of doubt, the Company and its Subsidiaries may sell inventory and excess, damaged, obsolete or worn-out assets, in each case in the ordinary course of business.
Sale of All or Substantially All Assets. In the event the Company sells all or substantially all of its assets to a third-party in a transaction that does not result in a Change of Control, the Issuer shall use the Applicable Net Proceeds received by it in connection with such transaction to make a payment under the Securities to the Holders thereof within (i) sixty calendar days of receipt thereof if the Applicable Net Proceeds are paid entirely in cash and (ii) ninety calendar days of receipt thereof if the Applicable Net Proceeds include, in whole or in part, non-cash consideration. Upon the application of such Applicable Net Proceeds as per this provision (b), the outstanding Face Amount of the Securities will be reduced by an amount equal to the dollar amount of such distribution.
Sale of All or Substantially All Assets. The sale, exchange, or other disposition of all or substantially all of the Company's assets occurring as part of a single transaction or plan, or in multiple transactions over a period twelve (12) months or less, except in the orderly liquidation and winding up of the business of the Company upon its duly authorized dissolution, shall require the affirmative vote or written consent of Members holding at least two-thirds (2/3) in Percentage Interests;
Sale of All or Substantially All Assets. Other than as contemplated by the Sale Motion, there occurs a sale of all or substantially all assets of the Borrower and its Subsidiaries;
Sale of All or Substantially All Assets. Notwithstanding anything to the contrary contained herein, during the ten year period following the Effective Date the General Partner shall not, without the prior approval of a majority of Limited Partner Interests (excluding those held by the General Partner and its Affiliates), have the right to consummate (i) the voluntary sale or other taxable disposition of all or any material portion (except for routine disposition of personal property and fixtures in the ordinary course of business) of the Partnership's assets and properties (or the Mall Partnership's assets or properties) (whether in one or a series of transactions) or (ii) a merger, consolidation or dissolution of the Partnership or the Mall Partnership, which in either case would result in the recognition of taxable gain by the Limited Partner in such fiscal year. In addition, from and after the tenth anniversary of the Effective Date, the General Partner shall use its good faith efforts, to the extent not inconsistent with the business objectives of the General Partner, WEA, the Operating Partnership or their respective Affiliates, to consummate any such sale or disposition in a manner that would enable the Limited Partners to defer the recognition of taxable gain. In addition, during the seven and one-half (71/2) year period following the Effective Date, the General Partner shall not, without the prior approval of a majority of Limited Partner Interests (excluding those held by the General Partner and its Affiliates), have the right to liquidate or dissolve and distribute any property contributed to the Partnership by any Partner to another Partner if, as a result of such distribution, any Limited Partner would recognize income pursuant to Section 737 of Section 704(c)(1)(B) of the Code.
Sale of All or Substantially All Assets. Except as permitted under this Agreement, the disposal of all or substantially all of the assets of the Company.
