Common use of Sale of Capital Assets Clause in Contracts

Sale of Capital Assets. Sell, lease or transfer or otherwise dispose of any Capital Asset to any Person, except that (i) any Credit Party may sell or otherwise dispose of any Capital Asset to any other Credit Party, (ii) any Subsidiary that is not a Credit Party may sell or otherwise dispose of any Capital Asset to the Company or any other Subsidiary and (iii) during any rolling twelve-month period, the Company or any Subsidiary may sell or otherwise dispose of Capital Assets which constituted up to 10% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 2016, so long as (A) such Capital Assets sold contributed less than 25% of the Consolidated Net Income of the Company in each of the three fiscal years immediately preceding any such sale and (B) such Capital Assets, when considered together with all other Capital Assets sold or otherwise disposed of subsequent to December 31, 2016, do not constitute in excess of 30% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 2016, provided that this covenant shall not apply to any Lien permitted hereunder;” 1.4 Clause (ii) of paragraph 7A is amended to delete the reference to “$30,000,000” and to replace such reference with “$40,000,000.” 1.5 Clause (iv) of paragraph 7A is amended to delete the reference to “paragraph 5H or paragraph 6” and to replace such reference with “paragraph 5H, paragraph 5J or paragraph 6.” 1.6 Clause (xii) of paragraph 7A is amended to delete the reference to “$25,000,000” and to replace such reference with “$40,000,000.” 1.7 A new paragraph 7E is added, as follows:

Sale of Capital Assets. Sell, lease or transfer or otherwise dispose of any Capital Asset to any Person, except that (i) any Credit Party may sell or otherwise dispose of any Capital Asset to any other Credit Party, (ii) any Subsidiary that is not a Credit Party may sell or otherwise dispose of any Capital Asset to the Company or any other Subsidiary and (iii) during any rolling twelve-month period, the Company or any Subsidiary may sell or otherwise dispose of Capital Assets which constituted up to 10% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 2016, so long as (A) such Capital Assets sold contributed less than 25% of the Consolidated Net Income of the Company in each of the three fiscal years immediately preceding any such sale and (B) such Capital Assets, when considered together with all other Capital Assets sold or otherwise disposed of subsequent to December 31, 2016, do not constitute in excess of 30% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 2016, provided that this covenant shall not apply to any Lien permitted hereunder;” 1.4 Clause (ii) of paragraph 7A is amended to delete the reference to “$30,000,000” and to replace such reference with “$40,000,000.” 1.5 Clause (iv) of paragraph 7A is amended to delete the reference to “paragraph 5H or paragraph 6” and to replace such reference with “paragraph 5H, paragraph 5J 5L or paragraph 6.” 1.6 Clause (xii) of paragraph 7A is amended to delete the reference to “$25,000,000” and to replace such reference with “$40,000,000.” 1.7 A new paragraph 7E is added, as follows:

Sale of Capital Assets. Sell, lease or transfer or otherwise dispose of any Capital Asset to any Person, except that (i) any Credit Party may sell or otherwise dispose of any Capital Asset to any other Credit Party, (ii) any Subsidiary that is not a Credit Party may sell or otherwise dispose of any Capital Asset to the Company or any other Subsidiary and (iii) during any rolling twelve-month period, the Company or any Subsidiary may sell or otherwise dispose of Capital Assets which constituted up to 10% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 20162020, so long as (A) such Capital Assets sold contributed less than 25% of the Consolidated Net Income of the Company in each of the three fiscal years immediately preceding any such sale and (B) such Capital Assets, when considered together with all other Capital Assets sold or otherwise disposed of subsequent to December 31, 20162020, do not constitute in excess of 30% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 20162020; provided that to the extent that the Company and its Subsidiaries have reinvested the net cash proceeds from any such sale in Capital Assets within twelve (12) months of the date of such sale, provided or have committed to so reinvest such net cash proceeds by the end of such twelve-month period and have actually reinvested such net cash proceeds within eighteen (18) months of the date of such sale, the amount of such reinvested net cash proceeds shall not constitute utilization of the foregoing 30% limitation; provided, further, that this covenant shall not apply to any Lien permitted hereunder;” 1.4 Clause 1. 7Clause (vi) of paragraph 6C(6) is amended to delete the reference to “$30,000,000” and to replace each such reference with “$50,000,000.” 1. 8Each of paragraph 6E and paragraph 6F is deleted in its entirety. ​ 1. 9Clause (ii) of paragraph 7A is amended to delete the reference to “$30,000,00040,000,000” and to replace such reference with “$40,000,00050,000,000.” 1.5 Clause (iv) of 1. 10The following definitions in paragraph 7A is amended to delete the reference to 10B are deleted in their entirety: “paragraph 5H or paragraph 6First Title XI Financing,” “Leverage Relief Period,” “Second Title XI Financing” and to replace such reference with “paragraph 5H, paragraph 5J or paragraph 6U.S. Foreign Holdco.” 1.6 Clause (xii) of paragraph 7A is amended to delete the reference to “$25,000,000” and to replace such reference with “$40,000,000.” 1.7 A new paragraph 7E is added, as follows:

Sale of Capital Assets. Sell, lease or transfer or otherwise dispose of any Capital Asset to any Person, except that (i) any Credit Party may sell or otherwise dispose of any Capital Asset to any other Credit Party, (ii) any Subsidiary that is not a Credit Party may sell or otherwise dispose of any Capital Asset to the Company or any other Subsidiary and (iii) during any rolling twelve-month period, the Company or any Subsidiary may sell or otherwise dispose of Capital Assets which constituted up to 10% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 20162020, so long as (A) such Capital Assets sold contributed less than 25% of the Consolidated Net Income of the Company in each of the three fiscal years immediately preceding any such sale and (B) such Capital Assets, when considered together with all other Capital Assets sold or otherwise disposed of subsequent to December 31, 20162020, do not constitute in excess of 30% of the total value of the consolidated assets of Xxxxxx Navigation and its Subsidiaries as of December 31, 20162020; provided that to the extent that the Company and its Subsidiaries have reinvested the net cash proceeds from any such sale in Capital Assets within twelve (12) months of the date of such sale, provided or have committed to so reinvest such net cash proceeds by the end of such twelve-month period and have actually reinvested such net cash proceeds within eighteen (18) months of the date of such sale, the amount of such reinvested net cash proceeds shall not constitute utilization of the foregoing 30% limitation; provided, further, that this covenant shall not apply to any Lien permitted hereunder;” 1.4 Clause 1. 8Clause (vi) of paragraph 6C(6) is amended to delete the reference to “$30,000,000” and to replace each such reference with “$50,000,000.” 1. 9Each of paragraph 6E and paragraph 6F is deleted in its entirety. 1. 10Clause (ii) of paragraph 7A is amended to delete the reference to “$30,000,00040,000,000” and to replace such reference with “$40,000,00050,000,000.” 1.5 Clause (iv) of 1. 11The following definitions in paragraph 7A is amended to delete the reference to 10B are deleted in their entirety: “paragraph 5H or paragraph 6First Title XI Financing,” “Leverage Relief Period,” “Second Title XI Financing” and to replace such reference with “paragraph 5H, paragraph 5J or paragraph 6U.S. Foreign Holdco.” 1.6 Clause (xii) of paragraph 7A is amended to delete the reference to “$25,000,000” and to replace such reference with “$40,000,000.” 1.7 A new paragraph 7E is added, as follows:​ ​