Sale of Assets; Liens. Not (i) transfer, convey, sell or encumber any of the Assets, except inventory sold in the ordinary course of its business, or Encumbrances granted under the Seller’s post-petition financing facility or otherwise authorized by the Bankruptcy Court, or (ii) dispose of, or trade in, any of the Tangible Personal Property.
Sale of Assets; Liens. Not (i) Transfer any of the Assets, (ii) dispose of, or trade in, any material portion of the Equipment or Fixtures, or (iii) create, incur, assume, or suffer to exist any Lien upon or with respect to any of the Assets.
Sale of Assets; Liens. (a) Notwithstanding anything contained in this Agreement or any of the Senior Loan Documents or Subordinated Loan Documents, or any applicable state or federal law to the contrary; any sale of Borrower's assets, not made in the ordinary course of business (including the Collateral, or portions thereof), and the disposition of proceeds therefrom, if any, shall be deemed to have been done in accordance with the procedures outlined in this Agreement if either (i) such asset sale was approved by both the holders of a majority of the Senior Debt and the holders of a majority of the Subordinated Debt, or (ii) such asset sale was approved by the holders of a majority of the Senior Debt in the case of an asset sale resulting in proceeds (or would have resulted in proceeds) that are less than the amount of Senior Debt outstanding at the time of the asset sale (either (i) or (ii) an "Approved Asset Sale"). The Senior Lenders and Subordinated Lenders hereby waive any right to enjoin an Approved Asset Sale or to plead or assert any objection or any other cause of action as a result of, related to, or arising out of the contemplation or completion of an Approved Asset Sale.
(b) Notwithstanding anything contained in this Agreement or any of the Senior Loan Documents or Subordinated Loan Documents, or any applicable state or federal law to the contrary; If any Senior Lender or Subordinated Lender holds Senior Debt or Subordinated Debt for which the time-period for Borrower to plead any statute of limitations as a defense against any claim or demand such Lender may make has expired (including the shortened time-period contained in Section 30(a)), then such Lender shall terminate any UCC Financing Statement in their name that has been filed against the Collateral, unless Borrower has agreed in writing, in its sole and absolute discretion, to permit such UCC filing to remain.
Sale of Assets; Liens. CGC to (i) sell any of its assets (other than sales of inventory in the ordinary course of business) or (ii) grant any mortgage, lien, security interest or other encumbrance on any of its assets; provided however, that CGC may grant security interest in its (x) accounts receivable (“Permitted Receivables Lien”) and (y) inventory acquired after the Closing (“After Acquired Inventory”), in each case for the sole purpose of obtaining working capital financing for its business operations (the “Permitted Inventory Lien”); provided, further, however, that in no event shall (i) the Permitted Receivables Lien secure and indebtedness in excess of an amount equal to seventy percent (70%) of the face amounts of such accounts receivable, or (ii) the Permitted Inventory Lien secure an indebtedness in excess of an amount equal to fifty percent (50%) of the cost of such Inventory.
Sale of Assets; Liens. The Guarantor shall not (A) sell, assign, transfer, lease, convey or otherwise dispose of any Property, whether now owned or hereafter acquired, or any income or profits therefrom, or enter into any agreement to do so, except(i) as contemplated in the Foamex International Supply Agreement, (ii) sales of assets for Fair Market Value, (iii) that certain Canadair Challenger Model CL600-2B16, or any replacement thereof (the "Aircraft"), which Aircraft is currently leased to the Guarantor pursuant to that certain Aircraft Lease and Operating Agreement, dated August 17, 1995, by and between Foamex Aviation, Inc. and Jet Solutions LLC, the proceeds of which shall be retained by the Guarantor and (iv) in connection with the Transaction and the transactions contemplated by the Transaction Documents or (B) directly or indirectly create, incur, assume or permit to exist any Lien on or with respect to any of its Property except (i) Liens securing the Obligations, (ii) Liens permitted by the Credit Agreement, (iii) Liens securing the Aircraft and (iv) Liens created pursuant to the Foamex International Pledge Agreement securing the Credit Agreement and the New GFI Guaranty and the Partnership Pledge Agreement securing the Credit Agreement and the New GFI Guaranty.
Sale of Assets; Liens. The Guarantor shall not (A) sell, assign, transfer, lease, convey or otherwise dispose of any Property, whether now owned or hereafter acquired, or any income or profits therefrom, or enter into any agreement to do so, except (i) as contemplated in the Foamex International Supply Agreement, (ii) sales of assets for Fair Market Value, (iii) that certain Canadair Challenger Model CL600-2B16, or any replacement thereof (the "Aircraft"), which Aircraft is currently leased to the Guarantor pursuant to that certain Aircraft Lease and Operating Agreement, dated August 17, 1995, by and between Foamex Aviation, Inc. and Jet Solutions LLC, the proceeds of which shall be retained by the Guarantor and (iv) in connection with the Contribution and the transactions contemplated by the Xxxxx Transaction Documents or (B) directly or indirectly create, incur, assume or permit to exist any Lien on or with respect to any of its Property except (i) Liens securing the Obligations, (ii) Liens permitted by the Credit Agreement and (iii) Liens securing the Aircraft.
Sale of Assets; Liens. The Guarantor shall not (A) sell, assign, transfer, lease, convey or otherwise dispose of any Property, whether now owned or hereafter acquired, or any income or profits therefrom, or enter into any agreement to do so, except in connection with the Contribution and the transactions contemplated by the Xxxxx Transaction Documents or (B) directly or indirectly create, incur, assume or permit to exist any Lien on or with respect to any of its Property except (i) Liens securing the Obligations and (ii) Liens permitted by the Credit Agreement.
Sale of Assets; Liens. The Guarantor shall not (a) sell, assign, transfer, lease, convey or otherwise dispose of any Property, whether now owned or hereafter acquired, or any income or profits therefrom, or enter into any agreement to do so except (i) sales of assets for no less than their Fair Market Value, (ii) the dissolution of any of Foamex Delaware, Inc., Foamex Aviation, Inc. or JPSGP, Inc., (iii) in connection with the Transactions or (b) directly or indirectly create, incur, assume or permit to exist any Lien on or with respect to any of its Property, except (i) Liens securing the Obligations and (ii) Liens permitted by the Credit Agreement.
Sale of Assets; Liens. Notwithstanding anything contained in this Agreement or any of the other Senior Loan Documents, or any applicable state or federal law to the contrary; any sale of Borrower's assets, not made in the ordinary course of business (including the Collateral, or portions thereof), and the disposition of proceeds therefrom, if any, shall be deemed to have been done in accordance with the procedures outlined in this Agreement if such asset sale was approved by the holders of a majority of the Senior Debt, provided however, the distribution of proceeds, if any, may not be done in any manner that is less favorable than a pro rata distribution among the Senior Lenders.
Sale of Assets; Liens. The Company to (i) sell any of its --------------------- assets (other than sales of inventory in the ordinary course of business) or (ii) grant any mortgage, lien, security interest or other encumbrance on any of its assets; provided however, that the Company may ~., grant security interests in its (x) accounts receivable ("Permitted Receivables Lien") and (y) inventory acquired after the Closing ("After Acquired Inventory"), in each case for the sole purpose of obtaining working capital financing for its business operations (the "Permitted Inventory Lien"); provided, further, however, that in no event shall (i) the Permitted Receivables Lien secure an indebtedness in excess of an amount equal to seventy percent (70%) of the face amounts of such accounts receivable, or (ii) the Permitted Inventory Lien secure an indebtedness in excess of an amount equal to fifty percent (50%) of the cost of such Inventory.
