Common use of Sale of Assets, Consolidation, Merger, Dissolution, Etc Clause in Contracts

Sale of Assets, Consolidation, Merger, Dissolution, Etc. Borrower shall not, directly or indirectly, (a) merge into or with or consolidate with any other Person or permit any other Person to merge into or with or consolidate with it, or (b) sell, assign, lease, transfer, abandon or otherwise dispose of any indebtedness to any other Person or any of its assets to any other Person (except for (i) sales of Inventory in the ordinary course of business, (ii) the sale or other disposition of Equipment in the event of a store closure, (iii) the sale of Accounts arising out of Borrower's private label credit card program to GCRC in accordance with the procedures set forth in the documentation evidencing the Securitization Facility, and (iv) the disposition of worn-out or obsolete Equipment or Equipment no longer used in the business of Borrower so long as (A) if an Event of Default exists or has occurred and is continuing, any net proceeds are paid to Lender and (B) such sales do not involve Equipment having an aggregate fair market value in excess of Two Hundred Fifty Thousand Dollars ($250,000) for all such Equipment disposed of in any fiscal year of Borrower), or (c) form or acquire any subsidiaries, or (d) wind up, liquidate or dissolve or (e) agree to do any of the foregoing.

Sale of Assets, Consolidation, Merger, Dissolution, Etc. Borrower shall not, directly or indirectly, : (a) merge into or with or consolidate with any other Person or permit any other Person to merge into or with or consolidate with itit without the prior written consent of Lender, or which consent shall not be unreasonably withheld; (b) sell, assign, lease, transfer, abandon or otherwise dispose of any stock or indebtedness to any other Person or any of its assets to any other Person Person, (except for for: (i) sales of Inventory in the ordinary course of business, ; and (ii) the sale or other disposition of Equipment in the event of a store closure, (iii) the sale of Accounts arising out of Borrower's private label credit card program to GCRC in accordance with the procedures set forth in the documentation evidencing the Securitization Facility, and (iv) the disposition of worn-out or obsolete Equipment or Equipment no longer used in the business of Borrower so long as as: (A) if an Event of Default exists or has occurred and is continuing, any net proceeds are paid to Lender and Lender, and (B) such sales do not involve Equipment Equipment, together with any equipment disposed by Wareforce, having an aggregate fair market value in excess of Two Hundred Fifty Twenty-Five Thousand Dollars ($250,00025,000) for all such Equipment equipment disposed of by Borrower and Wareforce in any fiscal year of Borrower), or ; (c) form or acquire any subsidiaries, or ; (d) wind up, liquidate or dissolve or dissolve; or (e) agree to do any of the foregoing.

Sale of Assets, Consolidation, Merger, Dissolution, Etc. Borrower shall not, directly or indirectly, : (a) merge into or with or consolidate with any other Person or permit any other Person to merge into or with or consolidate with itit without the prior written consent of Lender, or which consent shall not be unreasonably withheld; (b) sell, assign, lease, transfer, abandon or otherwise dispose of any stock or indebtedness to any other Person or any of its assets to any other Person (Person, except for for: (i) sales of Inventory in the ordinary course of business, ; and (ii) the sale or other disposition of Equipment in the event of a store closure, (iii) the sale of Accounts arising out of Borrower's private label credit card program to GCRC in accordance with the procedures set forth in the documentation evidencing the Securitization Facility, and (iv) the disposition of worn-out or obsolete Equipment or Equipment no longer used in the business of Borrower so long as as: (A) if an Event of Default exists or has occurred and is continuing, any net proceeds are paid to Lender and Lender, and (B) such sales do not involve Equipment Equipment, together with any equipment disposed by CYI, having an aggregate fair market value in excess of Two Hundred Fifty Twenty-Five Thousand Dollars ($250,00025,000) for all such Equipment equipment disposed of by Borrower and CYI in any fiscal year of Borrower), or ; (c) form or acquire any subsidiaries, or ; (d) wind up, liquidate or dissolve or dissolve; or (e) agree to do any of the foregoing.

Sale of Assets, Consolidation, Merger, Dissolution, Etc. Borrower shall not, and shall not permit any Subsidiary to, directly or indirectly, (a) merge into or with or consolidate with any other Person or permit any other Person to merge into or with or consolidate with it, except that any Subsidiary may be merged or consolidated with or into Borrower or any wholly-owned Subsidiary (provided that Borrower or such other wholly-owned Subsidiary shall be the surviving corporation), or (b) sell, assign, lease, transfer, abandon or otherwise dispose of any stock or indebtedness to any other Person or any of its assets to any other Person (except for (i) sales of Inventory in the ordinary course of business, business and (ii) the sale or other disposition of Equipment in the event of a store closure, (iii) the sale of Accounts arising out of Borrower's private label credit card program to GCRC in accordance with the procedures set forth in the documentation evidencing the Securitization Facility, and (iv) the disposition of worn-out or obsolete Equipment equipment or Equipment equipment no longer used in the business of Borrower so long as (A) if an Event of Default exists or has occurred and is continuing, any net proceeds are paid to Lender and (B) such sales do not involve Equipment having an aggregate fair market value in excess of Two Hundred Fifty Thousand Dollars $100,000 or equipment (including the Equipment) having an aggregate fair market value in excess of $250,000) for all such Equipment 200,000 disposed of in any fiscal year of Borrower), or (c) form or acquire any subsidiariesSubsidiaries, or (d) wind up, liquidate or dissolve or (e) agree to do any of the foregoing.

Sale of Assets, Consolidation, Merger, Dissolution, Etc. Borrower -------------------------------------------------------- shall not, directly or indirectly, (a) merge into or with or consolidate with any other Person or permit any other Person to merge into or with or consolidate with it, or (b) sell, assign, lease, transfer, abandon or otherwise dispose of any stock or indebtedness to any other Person (except for (i) sales of stock which in the aggregate do not result in the transfer more than 15% of the issued and outstanding capital stock of Borrower on the date hereof and (ii) original issuances of stock not otherwise in violation of this Agreement by Borrower with the proceeds of such issuances being directly owing to Borrower) or any of its assets to any other Person (except for (i) sales of Inventory in the ordinary course of business, business and (ii) the sale or other disposition of Equipment in the event of a store closure, (iii) the sale of Accounts arising out of Borrower's private label credit card program to GCRC in accordance with the procedures set forth in the documentation evidencing the Securitization Facility, and (iv) the disposition of worn-out or obsolete Equipment or Equipment no longer used in the business of Borrower so long as (A) if an Event of Default exists or has occurred and is continuing, any net proceeds are paid to Lender and (B) such sales do not involve Equipment having an aggregate fair market value in excess of Two Hundred Fifty Thousand Dollars ($250,000) 25,000 for all such Equipment disposed of in any fiscal year of Borrower), or (c) form or acquire any subsidiaries, or (d) wind up, liquidate or dissolve or (e) agree to do any of the foregoing.